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Trans Hex Group Limited - Results of general meeting and implementation of

Release Date: 14/05/2002 07:20
Code(s): TSX
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Trans Hex Group Limited - Results of general meeting and implementation of odd-lot offer Trans Hex Group Limited (Incorporated in the Republic of South Africa) (Registration number 1963/007579/06) Share code: TSX ISIN: ZAE000018552 ("Trans Hex") Results of general meeting and implementation of odd-lot offer 1. Introduction It was announced on Tuesday 7 May 2002 that the board of directors of Trans Hex would be proposing an odd-lot offer to shareholders of Trans Hex ("shareholders") who hold fewer than 100 shares in Trans Hex ("shares") at the close of business on Friday 31 May 2002. 2. Results of general meeting Shareholders are advised that at the general meeting held on Friday 10 May 2002, special resolutions numbers 1 and 2 and the ordinary resolution proposed thereat were passed by the requisite majority of shareholders. The special resolutions have been lodged with the Registrar of Companies for registration. 3. Offer price The odd-lot offer will be implemented at an offer price of R17.02 per share, which is the weighted average traded price of Trans Hex shares on the JSE Securities Exchange South Africa over the 30 trading days ended Tuesday 7 May 2002. 4. Mechanism of the odd-lot offer 4.1. The odd-lot offer will be implemented on the basis that the odd-lot holders may, up to 16:30 on Wednesday 29 May 2002, elect to: 4.1.1. purchase or subscribe for sufficient additional shares at the offer price to increase their odd-lot holdings to holdings of 100 shares ("the purchase alternative"); or 4.1.2. sell their odd-lot holdings at the offer price ("the cash alternative"); or 4.1.3. retain their odd-lot holdings. 4.2. The shares of those odd-lot holders who do not make an election or who do not instruct their CSDP or broker as to which election they wish to make or who elect the cash alternative or who instruct their CSDP or broker that they wish to elect the cash alternative will be sold in the first instance to those odd-lot holders who elect the purchase alternative and any surplus shares will be purchased by Barnard Jacobs Mellet Private Client Services (Proprietary) Limited ("Barnard Jacobs Mellet"). 4.3. To the extent that the number of shares being sold is insufficient to meet the aggregate requirement of those odd-lot holders who elect the purchase alternative, Trans Hex will issue new shares to the odd-lot holders in question at the offer price. 4.4. Barnard Jacobs Mellet has agreed with Trans Hex, for the purpose of the odd-lot offer, to purchase, at the offer price, any surplus shares. The surplus shares will then be sold on the JSE and any profit or loss or transaction costs resulting from such sales will be for the account of Trans Hex. 5. Salient dates The salient dates in respect of the odd-lot offer are as follows: 2002
Last day to trade in order to participate in the odd-lot offer on Friday 24 May Election date for dematerialised shareholders to advise their CSDP or broker of their election Wednesday 29 May Form of election and surrender for the odd-lot offer to be received from certificated shareholders by 16:30 on Wednesday 29 May Record date to determine those shareholders entitled to participate in the odd-lot offer and closing date for the odd-lot offer at the close of business on Friday 31 May Implementation of the odd-lot offer takes effect after close of business on Friday 31 May In respect of certificated shareholders, new share certificates posted against surrender of existing documents of title, from Monday 3 June Dematerialised shareholders will have their safe custody accounts held at their CSDP or broker updated with their new holding and debited/credited with the cash amount, as the case may be on Monday 3 June Cheques in respect of the sale by odd-lot holders of odd-lot holdings posted on or about Monday 3 June Share certificates may not be dematerialised or rematerialised between Monday 20 May 2002 and Friday 31 May 2002, both days inclusive. 6. Documentation A document setting out the details of the odd-lot offer and containing a form of election and surrender was posted to shareholders on 16 April 2002. Parow 14 May 2002 Sponsor to Trans Hex in South Africa Rand Merchant Bank A division of FirstRand Bank Limited Corporate Finance Sponsoring broker to Trans Hex in Namibia IJG (Pty) Ltd Legal adviser Deneys Reitz Inc 1984/003385/21 Adviser Barnard Jacobs Mellet Corporate Finance Date: 14/05/2002 07:20:00 AM Produced by the SENS Department

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