BIDVEST/LITHOTECH - THE OFFER TO THE LITHOTECH SHAREHOLDERS

THE BIDVEST GROUP LIMITED
(REGISTRATION NUMBER 05/21180/06)
("BIDVEST")
LITHOTECH LIMITED
(FORMERLY LITHOSAVER SYSTEMS LIMITED)
(REGISTRATION NUMBER 69/15643/06)
("LITHOTECH")

THE OFFER TO THE LITHOTECH SHAREHOLDERS OTHER THAN BIDVEST ("THE LITHOTECH
MINORITY SHAREHOLDERS")

SHAREHOLDERS ARE REFERRED TO THE ANNOUNCEMENT ON 22 JANUARY 1999 AND THE
CIRCULAR TO LITHOTECH SHAREHOLDERS DATED 21 DECEMBER 1998 SETTING OUT DETAILS
OF THE OFFER TO THE LITHOTECH MINORITY SHAREHOLDERS OF 1 BIDVEST SHARE FOR
EVERY 18 LITHOTECH SHARES HELD ("THE OFFER"). SHAREHOLDERS ARE ADVISED THAT THE
OFFER, WHICH CLOSES AT 12:00 ON FRIDAY, 5 FEBRUARY 1999, HAS BEEN ACCEPTED BY
LITHOTECH SHAREHOLDERS HOLDING 21 448 826 LITHOTECH SHARES, REPRESENTING 91,3%
OF THE LITHOTECH SHARES WHICH ARE SUBJECT TO THE OFFER.

AS A CONSEQUENCE OF THE ACCEPTANCES, BIDVEST WILL HOLD 95,7% OF THE LITHOTECH
SHARES IN ISSUE.

AS THE OFFER HAS BEEN ACCEPTED BY MORE THAN NINE-TENTHS OF THE LITHOTECH SHARES
WHICH ARE SUBJECT TO THE OFFER, BIDVEST INTENDS TO IMPLEMENT THE PROVISIONS OF
SECTION 440K OF THE COMPANIES ACT UPON THE CLOSING OF THE OFFER AND TO
COMPULSORILY ACQUIRE THE REMAINING LITHOTECH SHARES FROM THE LITHOTECH MINORITY
SHAREHOLDERS WHO HAVE NOT ACCEPTED THE OFFER ON THE SAME TERMS AND CONDITIONS
AS CONTAINED IN THE OFFER.

SHAREHOLDERS ARE REMINDED THAT BIDVEST INTENDS TO PUBLISH ITS INTERIM RESULTS
DURING FEBRUARY, WHICH WILL INCLUDE THE DECLARATION OF A DIVIDEND AND/OR
CAPITALISATION AWARD ("THE BIDVEST DIVIDEND").

LITHOTECH MINORITY SHAREHOLDERS ARE URGED TO ACCEPT THE OFFER AND SURRENDER
THEIR LITHOTECH SHARES IN EXCHANGE FOR BIDVEST SHARES AS SOON AS POSSIBLE IN
ORDER TO ENSURE TIMEOUS RECEIPT OF THE BIDVEST DIVIDEND.
28 JANUARY 1999
JOHANNESBURG
MERCHANT BANK
INVESTEC BANK LIMITED
(REG NO 69/04763/06)
ATTORNEYS TO BIDVEST
WERKSMANS ATTORNEYS
ATTORNEYS TO LITHOTECH
FLUXMAN RABINOWITZ-RAPHAELY WEINER ATTORNEYS
SPONSORING BROKERS
MERRILL LYNCH SOUTH AFRICA (PTY) LTD.
MEMBER OF THE JOHANNESBURG STOCK EXCHANGE
REG. NO. 95/01805/07
HSBC SIMPSON MCKIE (PTY) LIMITED
MEMBER OF THE JOHANNESBURG STOCK EXCHANGE
REG. NO. 84/01736/07
SG FRANKEL POLLAK SECURITIES (PTY) LTD
REG. NO. 96/05886/07
MEMBER OF THE JOHANNESBURG STOCK EXCHANGE
INVESTEC SECURITIES LIMITED
MEMBER OF THE JOHANNESBURG STOCK EXCHANGE
(REG. NO. 72/08905/06)