Airtel Africa Regulatory News (AAF)

29 November 2019

Announcement by Bharti Global Limited in respect of

Airtel Africa plc (the "Company")

Shareholdings update

The UK Panel on Takeovers and Mergers (the "Panel") has confirmed to the Company and Bharti Global Limited ("BGL") that members of the Bharti family and their associated companies (as defined in the City Code on Takeovers and Mergers (the "Code")), (together the "Bharti Family & Associated Entities") will be presumed to be acting in concert for the purposes of the Code, in respect of the Company (LSE: AAF; NSE: AIRTELAFRI). As a result the interests of the Bharti Family & Associated Entities in the Company are required to be aggregated.

BGL has confirmed to the Company that Airtel Africa Mauritius Ltd ("AAML"), BGL and Indian Continent Investment Limited ("ICIL"), being entities through which the Bharti family currently hold its interests in the Company, hold 56.01%, 2.64% and 7.78% respectively of the Company's issued share capital, which in aggregate represent approximately 66.43% of the Company's issued share capital. AAML is an indirect subsidiary of Bharti Airtel Ltd and ICIL is a wholly owned subsidiary of BGL.

Rule 9 of the Code provides, among other things, that where any person who, together with persons acting in concert with him, is interested in shares which in aggregate carry not less than 30% but not more than 50% of the voting rights of a company which is subject to the Code, and such person, or any person acting in concert with him, acquires an additional interest in shares which increases the percentage of shares carrying voting rights in which he is interested, then such person is normally required by the Panel to make a general offer to all the holders of any class of equity share capital or other class of transferable securities carrying voting rights of that company to acquire the balance of their interests in the company. Any person, together with persons acting in concert with him, who holds interests in shares carrying more than 50% of the voting rights of a company, and who acquires an interest in shares which carry additional voting rights, will not normally be required to make a general offer to the other shareholders to acquire their shares.

For so long as the Bharti Family & Associated Entities hold over 50% of the voting rights of the Company, any transfer of shares in the Company between any of the Bharti Family & Associated Entities and any further acquisitions of the Company's shares by any of the Bharti Family & Associated Entities, whether individually or collectively, will not be subject to the restrictions of Rule 9 of the Code.

This announcement has been made with the consent of the Company.

Enquiries:

Srikanth Balachandran, CFO, Bharti Global Ltd.

email : srikanth@bhartiglobal.com

Landline : + 44 203 9949 650