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MTN Shares Terms and Conditions

 

TERMS AND CONDITIONS

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Please read the following notice carefully before deciding whether to click on the link below to view the information on this web page.

Scancom PLC (“MTN Ghana”) does not accept any responsibility for any contravention of applicable securities laws and regulations by any person as a result of false information provided by such person.

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The information furnished on the following web pages are intended only for persons not located in any jurisdiction where the distribution of such information is prohibited or restricted, including the United States, Canada, Australia and Japan. This information is not to be furnished or made available to any person in the United States, Canada, Australia or Japan or to any person to whom it is unlawful to furnish or make available such information.

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The information on the following web pages is intended solely to provide background information on MTN Ghana and its proposed initial public offering and listing, and does not constitute, or form a part of, and should not be construed as, an offer to sell or issue or the solicitation of an offer to buy or acquire, any shares or other securities of MTN Ghana in any jurisdiction, including in the United States, and is not for publication, release or distribution in the United States or to US persons (within the meaning of Regulation S under the United States Securities Act of 1933 (the “Securities Act”). The shares or other securities of MTN Ghana have not been and will not be registered under the Securities Act, or with any securities regulatory authority of any state of other jurisdiction including in the United States, and may not be offered, sold, pledged or otherwise transferred except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and in compliance with any applicable state securities laws.

Neither the information on the following web pages nor any copy of any of it may be taken or transmitted into the United States, Canada, Australia or Japan or distributed, directly or indirectly, in the United States, Canada, Australia or Japan or to any resident thereof.

The information is current only as of its date and shall not, under any circumstances, create any implication that the information contained therein is correct as of any time subsequent to the date thereof or that there has been no change in the financial condition or affairs of MTN Ghana since such date. The information may be updated from time to time and there is no undertaking by MTN Ghana to post any such amendments or supplements on this website.

By clicking on the link below to view the information on the following web pages and other information in this website, you will be deemed to have represented and warranted that:

(i) you are not currently located in any jurisdiction where distribution of the information on this website is prohibited or restricted, including the United States, Canada, Australia or Japan;

(ii) it is lawful for you to receive a copy of the information contained on this website; and

(iii) you have read, understand and agree to comply with all of the restrictions set forth above.

(iv) By clicking on the link below to proceed with the subscription, you will be deemed to have read and accepted the terms of the Prospectus, including the representations and warranties set out under paragraph H (Representations and Warranties) under Appendix A of the Prospectus (How to Apply for the Offer Shares)

MTN Ghana is a leading provider of mobile telecommunications services in Ghana. The Company has over 17.83 million subscribers with a market share of approximately 55.09% as at December 2017. MTN Ghana, in line with its vision and mission, continues to lead the delivery of a bold new Digital World to customers and to make their lives a whole lot brighter.

MTN Ghana intends to undertake the following:

(a) a public offer of up to 4,637,394,533 ordinary shares of MTN Ghana (the “Offer Shares”), representing up to 35% of the issued shares of MTN Ghana after the offer, to Qualifying Applicants (as defined in the Prospectus) (the “Offer”). The Offer Shares will be acquired through an issuance of up to 2,489,698,667 new ordinary shares of MTN Ghana (“Subscription Shares”) and a sale by the Selling Shareholder (as defined in the Prospectus) of up to 2,147,695,867 issued shares in MTN Ghana (the “Sale Shares”); and

(b) a listing of all the Offer Shares and the already issued 10,760,000,000 ordinary shares of MTN Ghana (the “Existing Shares”) (the Offer Shares and the Existing Shares, together, the “MTN Ghana Shares”) on the Ghana Stock Exchange (the “Listing”), (the Offer and the Listing, together, the “Transaction”).

This Prospectus does not constitute an offer and may not be used for the purpose of an offer or solicitation by anyone in any jurisdiction or in any circumstances in which such an offer or solicitation is not authorised or is unlawful. MTN Ghana and the Financial Adviser accept no responsibility for any violation by any person of any such restrictions.

If investors need advice, investors should consult a suitable professional adviser. Investors should rely exclusively on the information contained in this Prospectus when making a decision regarding the purchase of the Offer Shares.

To ascertain the financial soundness or value of this Transaction, the investing public is advised to consult a dealer, investment adviser or other professionals duly authorised under the Securities Industry Act for appropriate advice.

IC Securities (Ghana) Limited (“IC Securities”) is acting as Financial Adviser and Sponsoring Broker to MTN Ghana in respect of the Transaction.

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