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Sah - Sacmh - Announcement By Jsw Energy Limited To The Shareholders Of Sacmh

Release Date: 16/04/2010 10:15:01      Code(s): SAH
SAH - SACMH - Announcement By JSW Energy Limited to the shareholders of SACMH   
SOUTH AFRICAN COAL MINING HOLDINGS LIMITED                                      
(Incorporated in the Republic of South Africa)                                  
(Registration number:  1994/009012/06)                                          
Share code:  SAH & ISIN:  ZAE000102034                                          
("SACMH" or "the Company")                                                      
ANNOUNCEMENT BY JSW ENERGY LIMITED ("JSW") TO THE SHAREHOLDERS OF SOUTH AFRICAN 
COAL MINING HOLDINGS LIMITED ("SACMH" or "the Company") IN RESPECT OF THE       
AGREEMENTS CONCLUDED BETWEEN JSW AND STRIDER HOLDINGS (PROPRIETARY) LIMITED     
("Strider") AND JSW, ROYAL BAFOKENG VENTURES (PROPRIETARY) LIMITED ("RBV") AND  
RBH RESOURCES (PROPRIETARY) LIMITED ("RBHR")                                    
Shareholders are advised that the following agreements have been concluded in   
respect of Royal Bafokeng Capital (Proprietary) Limited ("RBC"), a pyramid      
company of SACMH:                                                               
1.   a share purchase agreement between JSW and Strider which will result in    
Strider disposing of 49.8% of the entire issued share capital in RBC to JSW 
    for a purchase price equal to 30 cents for each of the shares in SACMH that 
    are indirectly held by Strider; and                                         
2.   a put and call agreement between JSW, RBV and RBHR, which if effected  will
result in:                                                                  
    2.1. RBV disposing of 50.2% of the entire issued share capital in RBC to    
         JSW for a purchase price equal to 30 cents for each of shares in SACMH 
         that are indirectly held by RBV plus interest at the call rate from    
the date on which the offer by JSW for the remaining shares of the     
         minorities is accepted by such minorities, to the date on which the    
         put or call option is exercised in terms of the put and call           
         agreement; and                                                         
2.2. RBHR disposing of the entire issued share capital in Mainsail Trading  
         55 (Proprietary) Limited ("Mainsail") to JSW for a purchase price      
         equal to 30 cents for each of the shares in SACMH that are directly    
         held by Mainsail plus interest at the call rate from the date on which 
the offer by JSW for the remaining shares of the minorities is         
         accepted by such minorities, to the date on which the put or call      
         option is exercised in terms of the put and call agreement.            
Mainsail and RBC collectively hold approximately 284.6 million shares in SACMH  
and the implementation of such transactions will therefore result in a change in
the control of SACMH.                                                           
Shareholders are further advised that an amended firm intention to make an offer
to the minority shareholders of SACMH will follow shortly and will accord to the
same purchase principles as those set out in the transactions above.            
The Industrial Development Bank of India ("IDBI") has provided written          
confirmation to the Securities Regulation Panel that the necessary resources are
available to JSW for the purposes of satisfying the purchase consideration      
necessary in order for them to acquire all of the shares of the minorities in   
SACMH insofar as this becomes necessary. Such written confirmation from IDBI    
will be replaced shortly with a bank guarantee from a South African Bank.       
JSW ENERGY LIMITED                                                              
16 April 2010                                                                   
Date: 16/04/2010 10:15:01 Supplied by www.sharenet.co.za                     
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