TRANS HEX GROUP LIMITED - Extension to posting of the Offer Circular

Extension to posting of the Offer Circular

TRANS HEX GROUP LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1963/007579/06)
Share code: TSX
ISIN: ZAE000018552
(“Trans Hex” or the “Company”)


Cream Magenta 140 Proprietary Limited (“Cream Magenta”)
Metcap 14 Proprietary Limited (“Metcap”)
RAC Investment Holdings Proprietary Limited (“RAC")


EXTENSION TO POSTING OF THE OFFER CIRCULAR

1.    INTRODUCTION
      
      Trans Hex shareholders (“Shareholders”) are referred to the SENS announcement
      released on Thursday, 11 August 2016, whereby Shareholders were advised that Cream
      Magenta, Metcap and RAC, acting in concert (collectively the “Offerors”), have extended
      a mandatory cash offer, in terms of section 123 of the Companies Act, No 71 of 2008, as
      amended, to Shareholders to acquire the entire issued ordinary share capital of the
      
      Company, other than the issued ordinary shares already held by the Offerors and the
      issued ordinary shares held as treasury shares (the “Offer”).
      Shareholders were further advised that a combined Offer circular containing, inter alia,
      the terms of the Offer, pertinent dates relating to the Offer and a form of acceptance,
      surrender and transfer for use by certificated Shareholders (“Offer Circular”) was
      expected to be posted on or about Thursday, 8 September 216.

2.    EXTENSION TO THE POSTING OF THE OFFER CIRCULAR

      In terms of regulation 110(10) of the Companies Regulations, 2011 (“Regulations”), the
      independent board of Trans Hex (“Independent Board”) has appointed an Independent
      Expert to provide a fair and reasonable opinion, as contemplated in Regulation 90. The
      Company is a “mineral company” for purposes of the Listings Requirements of the JSE
      Limited, and must therefore comply with the valuation and methodology approach of the
      South African code for the reporting of mineral asset valuation (SAMVAL), as required
      by Regulation 90(5).
     
      Accordingly, Trans Hex and the Offerors approached the Takeover Regulation Panel
      (“TRP”) for an extension of the posting date of the Offer Circular as contemplated in
      Regulation 102(2). This request was granted by the TRP and the Offer Circular is
      expected to be posted by no later than Friday, 23 September 2016.


Cape Town
6 September 2016

Sponsor to Trans Hex
One Capital

Attorneys to Trans Hex
Bowman Gilfillan

Independent Expert to the Independent Board
Snowden Mining Industry Consultants

Advisors to the Offerors
Mettle Corporate Finance

Attorneys to the Offerors
Werksmans Attorneys

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