SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
Report of Foreign Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
For the month of July 1999
MIH LIMITED
(Translation of registrant's name into English)
Abbot Building
Mount Street
Tortola
Road Town
BRITISH VIRGIN ISLANDS
(Address of principal executive offices)
(Indicate by check mark whether the registrant files or will file
annual reports under cover of Form 20-F or Form 40-F.)
Form 20-F |X| Form 40-F |_|
(Indicate by check mark whether the registrant by furnishing the
information contained in this form is also thereby furnishing the information to
the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of
1934.)
Yes |_| No |X|
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EXHIBIT LIST
Sequential
Exhibit Description Page Number
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99.1 Press Release dated July 15, 1999
of MIH Holdings Limited
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
MIH LIMITED
Date: July 15, 1999 by /s/ Les Penfold
---------------------------
Name: Les Penfold
Title: Chief Financial Officer
[LOGO OF MIH GROUP] [LOGO OF M-WEB]
MIH Holdings Limited M-Web Holdings Limited
(Incorporated in the Republic of (Incorporated in the Republic of
South Africa) South Africa)
(Registration Number 93/05613/06) (Registration Number 97/04264/06)
("MIHH") (M-Web)
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Delinking of MIHH and M-Web
and the separate listings thereof
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1. Introduction
On 30 March 1998 M-Web was granted a listing in the form of a linked unit
with the ordinary shares of MIHH in the Industrial "Media" sector of the
Johannesburg Stock Exchange ("the JSE") list under the abbreviated name
"MIH/M-Web". MIHH and M-Web shareholders are referred to the M-Web pre-
listing statement which was published on 3 March 1998.
The shares in MIHH and M-Web are currently designated as linked units
consisting of one MIHH ordinary share and one M-Web ordinary share and trade
as a single linked unit on the JSE.
2. Delinking
The boards of directors of MIHH and M-Web have approved the delinking of MIHH
and M-Web in terms of the respective Articles of Association of MIHH and
M-Web. Subsequent to the delinking the MIHH and M-Web ordinary shares will
trade as separate shares and shareholders will be able to effect transactions
in the MIHH and M-Web ordinary shares independently ("the delinking").
The delinking will be effective from the close of business on Friday 30 July
1999 ("the record date") and the MIHH and M-Web ordinary shares will trade as
separate shares from the commencement of business on Monday 2 August 1999
("the effective date").
As a consequence of the delinking, MIHH will cease to have a linked equity
relationship with M-Web. Following its strategy of capitalising on
interactive opportunities arising from the convergence of television
platforms and the internet, MIHH through its subsidiary MIH Limited, has
committed to an equity investment in M-Web.
This investmnet is supported by the board of M-Web and will be effected
through a private placement of M-Web ordinary shares. A circular in this
regard will be sent to shareholders in due course.
3. Coversion of M-Web "B" ordinary shares
As a result of the delinking and in accordance with the Articles of
Association of M-Web the 18 300 725 unlisted "B" ordinary shares will convert
to M-Web ordinary shares, ranking pari passu in all respects with the
existing issued M-Web ordinary shares. Approval has been granted by the JSE
for the listing of the converted M-Web "B" ordinary shares on the JSE from
the effective date.
4. Transfer of sector
With effect from the commencement of business on the effective date, M-Web's
listing on the JSE will be transferred to the Industrial "Development stage"
sector of the JSE list and will trade under the abbreviated name "M-Web". As
a consequence of the delinking all existing linked unit certificates will
cease to be good for delivery for transactions entered into on the JSE from
the close of business on the record date. Trade in the MIHH/M-Web linked unit
for the week ending Friday 30 July 1999 will be for immediate settlement.
The committee of the JSE has approved the listing of 282 983 019 M-Web
ordinary shares (which includes the converted M-Web "B" ordinary shares) in
the issued capital of M-Web in the industrial "Development stage" sector of
the JSE list with effect from the commencement of business on the effective
date.
MIHH will remain listed in the industrial "Media" sector of the JSE list and
will trade under the abbreviated name "MIHH".
5. Surrender
Shareholders are requested to send their existing linked unit certificates
together with a form of surrender to the transfer secretaries namely
Mercantile Registrars Limited (7th Floor, 11 Diagonal Street, Johannesburg
2001, PO Box 1053, Johannesburg 2000) as soon as possible in order to receive
separate MIHH and M-Web share certificate reflecting the delinking.
A circular setting out details of the delinking incorporating a form of
surrender will be sent to shareholders on Monday 19 July 1999.
16 July 1999
Randburg
