MTN Group Ltd and Bharti Airtel Ltd are currently exploring a potential transaction whereby MTN and its shareholders would acquire, pursuant to a scheme of arrangement, an approximate 36% economic interest in Bharti, of which 25% would be held by MTN with the remainder held directly by MTN shareholders, and Bharti would acquire an approximate 49% shareholding in MTN. Bharti and MTN have agreed to discuss the potential transaction exclusively with one another until 31 July 2009.

The potential transaction between Bharti and MTN would create a leading telecommunication service provider group aligning Bharti's market leading Indian business with MTN's African and Middle Eastern operations.

The transaction would also represent a significant development in South-South cooperation between India and South Africa. The broader strategic objective would be to achieve a full merger of MTN and Bharti, as soon as it is practicable to create a leading emerging market telecom operator which today would have combined revenue of over US$20 billion and a combined customer base of over 200 million.