BELL FAMILY OPTION TO JOHN DEERE CLARIFICATION

BELL EQUIPMENT LIMITED

CLARIFICATION OF THE OPTION GIVEN TO JOHN DEERE BY THE BELL FAMILY

AS A RESULT OF SEEING TWO RECENT ARTICLES IN FINANCIAL JOURNALS THAT HAVE
INCORRECTLY REPORTED THE OPTION GIVEN BY THE BELL FAMILY TO JOHN DEERE
CONSTRUCTION EQUIPMENT COMPANY AND NUMEROUS TELEPHONE CALLS REQUESTING
CLARIFICATION, BELL EQUIPMENT LTD HEREBY RESPOND AS FOLLOWS :

IN APRIL, 1999 JOHN DEERE WAS ALLOTTED 30 MILLION NEW SHARES IN BELL AT A PRICE
OF R6,00 PER SHARE. AT THE SAME TIME THE BELL FAMILY WHO WERE AT THE TIME THE
SUBSTANTIAL CONTROLLING SHAREHOLDERS GAVE JOHN DEERE A FIRM OPTION TO PURCHASE
THEIR INDIVIDUAL SHAREHOLDINGS AT ANY STAGE WITHIN THE NEXT 7 YEARS. THE OPTION
THEREFORE RUNS TO APRIL, 2006.

THE BELL FAMILY IS A GROUP OF MAJOR SHAREHOLDERS COMPRISING GARY W BELL, PETER
C BELL, PAUL A BELL, MICHAEL A CAMPBELL, DAVID I CAMPBELL AND HOWARD J BUTTERY.
CURRENTLY THEY ARE ALL DIRECTORS OF BELL. THE BELL FAMILY IS BOUND IN TERMS OF
THE OPTION TO ACT IN CONCERT, THAT IS TO SAY THAT ALL HAVE TO ACT IN UNISON.
WERE JOHN DEERE TO EXERCISE THEIR OPTION THEY WOULD BE REQUIRED TO PURCHASE THE
ENTIRE PERSONAL SHAREHOLDINGS OF ALL MEMBERS OF THE BELL FAMILY .

THE OPTION IS AT A SET PRICE OF US$1,45 PER SHARE PLUS THE INCREASE IN THE NET
ASSET VALUE OVER R2,56 PER SHARE OR ALTERNATIVELY 80% OF THE RULING PRICE ON
THE JSE FOR THE MONTH BEFORE THE OPTION IS ISSUED, WHICHEVER IS THE GREATER.
THE PRICE THAT DEERE MIGHT HAVE BEEN REQUIRED TO PAY HAD THEY EXERCISED THEIR
OPTION AT VARIOUS DATES IS ILLUSTRATED IN THE FOLLOWING EXAMPLES :

SCENARIO 1 - BASED ON THE AUDITED RESULTS FOR THE YEAR ENDED 31 DECEMBER 1999
EXCHANGE RATE US$1 = R6,1475 ; NET ASSET VALUE AT YEAR END - R4,26

DEERE'S COST PER SHARE: US$1,45 X 6,1475 = R8,91 PLUS INCREASE IN NAV OF R1,70
= R10,61

SCENARIO 2 - BASED ON THE UNAUDITED RESULTS FOR THE HALF YEAR ENDED 30 JUNE 200
EXCHANGE RATE US$1 = R6,7725 ; NET ASSET VALUE AT 30 JUNE 2000 - R4,82
DEERE'S COST PER SHARE: US$1,45 X 6,7725 = R9,82 PLUS INCREASE IN NAV OF R2,26
= R12,08

SCENARIO 3 - BASED ON MANAGEMENT ACCOUNTS FOR THE PERIOD ENDED 30 SEPTEMBER 200
TODAY EXCHANGE RATE US$1 = R7,475 ; NET ASSET VALUE AT 30 SEPTEMBER 2000 - R5,0
DEERE'S COST PER SHARE: US$1,45 X 7,475 = R10,84 PLUS INCREASE IN NAV OF R2,52
= R13,40

IN ALL OF THE ABOVE SCENARIOS THE ALTERNATIVE OPTION STRIKE PRICE OF 80% OF THE
RULING PRICE ON THE JSE WOULD HAVE BEEN LOWER THEREFORE THE ABOVE PRICES WOULD
HAVE APPLIED.
HJ BUTTERY
CHAIRMAN
17 OCTOBER 2000