Kagiso Media Limited - Approval Of The P4 Acquisit
Kagiso Media Limited - Approval Of The P4 Acquisitions
Kagiso Media Limited
(Incorporated in the Republic of South Africa)
Registration number 1957/000036/06
Share code: KGM ISIN: ZAE000014007
(`Kagiso Media`)
Makana Investment Corporation (Proprietary) Limited
(Incorporated in the Republic of South Africa)
Registration number 1997/011411/07
(`Makana`)
Tiso Radio (Proprietary) Limited
(Incorporated in the Republic of South Africa)
Registration number 2003/021851/07
(`Tiso`)
Approval of the P4 acquisitions
Further to the announcement published on Thursday 19 May 2005, Nedbank Capital
is authorised to announce that all the conditions precedent have been fulfilled
in regards to:
* the restructuring of the interests of Makana in P4 Radio Cape Town
(Proprietary) Limited and P4 Radio Durban (Proprietary) Limited (`the P4
radios`), by the transfer of such interests into Makana Radio Communications
(Proprietary) Limited (`MRC`); and
* Kagiso Media and Tiso respectively effectively acquiring 24,9% and 41,8% in
MRC (jointly `the MRC Transaction`).
As a result of the MRC Transaction, MRC now holds 100% of the P4 radios, and
Kagiso Media, Tiso and Makana (`the Consortium`) hold an effective shareholding
of 24,9%, 41,8% and 33,3%, respectively, in MRC.
Kagiso Media on 20 June 2005 also entered into an agreement to provide fee-based
consulting and technical services to the P4 radios (`the Consulting Services
Agreement`).
The MRC Transaction and Consulting Services Agreement are intended to result in
the members of the Consortium continuing to successfully develop their radio
assets in their respective markets and to extract economies of scale and
synergies between them.
Shareholders are reminded that that portion of the transaction announced on 19
May 2005 pertaining to the restructuring of Kagiso Media`s and Makana`s
interests in Kaya FM (Proprietary) Limited through the transfer thereof to
Shanike Investments No 42 (Proprietary) Limited (`the Kaya transaction`), is
still subject to the approval of the Independent Communications Authority of
South Africa (`ICASA`), which the Consortium hopes to obtain within the next few
months. Until such time as approval for the Kaya transaction is obtained from
ICASA, Kagiso Media remains invested in an effective economic interest
representing approximately 25% of Kaya FM (Proprietary) Limited.
Johannesburg
22 June 2005
Investment Bank and Transaction Sponsor to Kagiso Media
Nedbank Capital
Sponsor to Kagiso Media
Investec Securities
Legal advisers to Kagiso Media
Prinsloo, Tindle & Andropoulos Inc
Regulatory advisers to Kagiso Media
Mahlangu, Nkomo, Mabandla, Ratshimbilani Attorneys
Legal advisers to Makana
Leonard Singer Attorneys
Legal advisers to Tiso
Tugendhaft Wapnick Banchetti and Partners
Date: 22/06/2005 02:00:16 PM
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