CCI/IPL - Imperial/CIC Holdings Limited - Fulfilment of Outstanding Conditions Precedent and Finalisation Announcement CIC Holdings Limited (Incorporated in the Republic of Namibia) (Registration number 95/502) (Registered as an external company in the Republic of South Africa) (Registration number 1996/002672/10) JSE share code: CCI ISIN: NA0009174278 ("CIC") Imperial Holdings Limited (Incorporated in the Republic of South Africa) (Registration number 1946/021048/06) JSE share code: IPL ISIN: ZAE000067211 ("Imperial") FULFILMENT OF OUTSTANDING CONDITIONS PRECEDENT AND FINALISATION ANNOUNCEMENT Shareholders are referred to the SENS announcement dated, 21 October 2010 relating to, inter alia, the successful sanctioning of the scheme of arrangement by the High Court of Namibia and the approval of the merger by the South African Competition Tribunal. Shareholders are hereby advised that the merger has been approved by the Namibian Competition Commission subject to two conditions. Both these conditions were acceptable to Imperial and CIC. The first condition was of an administrative nature and the second relates to a future undertaking to introduce local participation in the Namibian operations of CIC`s business in due course. Shareholders are further advised that Imperial has waived the procedural conditions referred to in the announcement of 21 October 2010 after appropriate undertakings were received from CIC. The last outstanding condition, namely the registration of the Court Order sanctioning the scheme, has now also been fulfilled and shareholders are advised that the Court Order has been duly registered by the Registrar of Companies (Namibia). Accordingly all conditions precedent to the scheme have therefore been fulfilled. As detailed in the circular sent to CIC shareholders on 2 September 2010, salient dates and times relating to the final implementation of the scheme are as follows: 2010
Last day to trade to become a scheme Friday, 5 November participant, on Shares suspended as from commencement of Monday, 8 November trade on Scheme consideration record date on which Friday, 12 November scheme participants must be recorded in the register to receive the scheme consideration, on Operative date of the scheme from Monday, 15 November commencement of trade, on Date on which the scheme consideration Monday, 15 November will be made available to the scheme participants, on Listing terminates at commencement of Tuesday, 16 November trade on 29 October 2010 Transaction advisor and sponsor to CIC: PSG Capital (Proprietary) Limited Legal advisors to CIC in Namibia: Engling Stritter & Partners Sponsor to Imperial: Merrill Lynch SA (Proprietary) Limited Legal advisors to Imperial: Tugendhaft Wapnick Banchetti and Partners Corporate advisor to Imperial: Investec Bank Limited Communication advisor to Imperial: Brunswick Group LLP Date: 29/10/2010 14:58:02 Supplied by www.sharenet.co.za Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited (`JSE`). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.