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EXXARO RESOURCES LIMITED - Exxaro to provide financial assistance to Black Economic Empowerment ("BEE") shareholder

Release Date: 24/07/2015 13:45:00      Code(s): EXX     
(Incorporated in the Republic of South Africa)
Registration Number: 2000/011076/06
JSE share code: EXX
ISIN: ZAE000084992
(?Exxaro? or ?the company?)


Exxaro?s BEE shareholder consortium, Mainstreet 333 Proprietary Limited (?MS333?), holds a 52,09%
interest in the company. In November 2013, MS333 raised a R3,8 billion preference share facility
(?Preference Share Facility?) with a consortium of banks (?Funders?) to refinance the acquisition debt
that it had raised in 2006 on the initial acquisition of M333?s controlling interest in Exxaro. The
Preference Share Facility is secured by MS333?s shareholding in Exxaro.

As a result of the recent decline in underlying commodity prices and its impact upon the Exxaro share
price, MS333 has requested an interim loan to the value of R400 million (?the Loan?) from Exxaro to
repay a portion of the Preference Share Facility and ensure compliance with the terms thereof.

Exxaro is of the view that it is in the best interests of the company and its shareholders to provide such
loan to MS333 in order to ensure continued majority black ownership and control of Exxaro.

Shareholders are reminded that an announcement was made on 3 December 2014 that the Board of
Directors of the company had approved the provision of financial assistance to related and interrelated
companies of the group in terms of section 45 of the Companies Act, 71 of 2008, as amended up to an
amount not exceeding R40 billion, at any time and from time to time during the period 1 January 2015
to 31 December 2015. Although the Loan had not been contemplated at the time and a separate
resolution by the Board of Directors of the company only passed now to approve such, the Loan would
not result in the company exceeding the previously approved total financial assistance for 2015 of R40

Exxaro will therefore extend the Loan to MS333, on commercial, arm?s length terms, by drawing down
on its existing debt facilities, which amount MS333 will use to repay a portion of the Preference Share
Facility. It is foreseen that R200 million of the Loan will be settled by MS333 in the near term through a
coordinated placement of a number of Exxaro shares in the open market so as to still retain MS333?s
majority interest in the company. Further discussions between MS333, related parties, Exxaro and the
Funders, regarding a longer-term solution, are in progress and will be communicated once finalised.

24 July 2015

Editor?s note:
Exxaro is one of the largest South African based diversified resources companies, with interests in the
Coal, Titanium Dioxide, Iron ore and Energy commodities. www.exxaro.com

Wim de Klerk
Finance Director
Tel: + 27 12 307 4848
Mobile: +27 82 652 5145
Email: wim.deklerk@exxaro.com

Deutsche Securities (SA) Proprietary Limited

Date: 24/07/2015 01:45:00 Supplied by www.sharenet.co.za                     
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