JOHANNESBURG, South Africa—South Africa’s integrated telecommunications and media company Johnnic Holdings, together with parastatal Transnet Limited, announced the conclusion of a voting pool agreement in respect to their interests in mobile network operator M-Cell, the parent company of MTN.
This follows the announcement in January by Jeff Radebe, the minister of public enterprises, of the sale of Transnet’s 20-percent stake in M-Cell to Dutch company Ice Finance. In terms of that transaction, Transnet retained all voting rights attached to the M-Cell shares held by Ice Finance, including the right to nominate directors to the M-Cell board during the 18-month period of the deal, as well as the right to consent to the sale by Ice Finance of the M-Cell shares to any third party.
In terms of the voting pool, Johnnic and Transnet will pool their votes in respect to major transactions undertaken by M-Cell. Johnnic will continue to control M-Cell and will be entitled to appoint the majority of the M-Cell board. Each party will have pre-emptive rights over a substantial portion of the other’s shareholding in M-Cell, including the shareholding of Ice Finance.
Jacob Modise, Johnnic chief operating officer (CEO), said: “The transaction strengthens Johnnic’s existing control over M-Cell. We will, therefore, continue to consolidate the results of M-Cell.”
“We were careful to ensure that the conclusion of the voting pool in no way inhibits Transnet and Ice Finance BV’s ability to sell their M-Cell shares,” added Mafika Mkwanazi, group CEO of Transnet
“A purchaser of Transnet’s interest in M-Cell will, therefore, not be bound to become a party to this agreement, although there may be significant benefits to them to participating in it,” concluded Mkwanazi.
