Sharenet Sites 
Sharenet Sites
Discovery Holdings Limited - Final terms of the claw-back offer Discovery Holdings Limited (Incorporated in the Republic of South Africa) (Registration number 1999/007789/06) (Share code: DSY ISIN: ZAE000022331) ("Discovery" or "the company") Final terms of the claw-back offer 1. Introduction Shareholders are referred to the announcement dated 12 June 2003, setting out the details of the claw-back offer to Discovery shareholders ("claw-back offer"). 2. Final terms of the claw-back offer The board of directors of Discovery has resolved to proceed with the claw-back offer on the following terms: Amount to be raised (before expenses) R875 000 000 Number of new Discovery shares to be 134 615 385 issued Issue price per new Discovery share 650 cents Ratio of the claw-back offer 33.84 new Discovery shares
for every 100 Discovery shares held FirstRand Limited ("FirstRand") will subscribe for 134 615 385 new Discovery shares ("new Discovery shares") at an issue price of 650 cents per share. In terms of the claw-back offer, Discovery shareholders or their renouncees will have a right to "claw-back" the new Discovery shares from FirstRand by acquiring their pro rata portion of the new Discovery shares at an issue price of 650 cents per share. Discovery shareholders may apply for shares in excess of those allocated to them in terms of the claw-back offer. In respect of applications for excess shares, the pool of excess shares will be allocated on an equitable basis. Where the application of the ratio for the claw-back offer results in a fraction of a Discovery share, such fraction will be rounded to the nearest whole number. Shareholders will be entitled to subscribe for the resultant rounded number of new Discovery shares. The new Discovery shares to be issued, in terms of the claw-back offer, will rank pari passu with the Discovery shares currently in issue. 3. Application for listing The JSE Securities Exchange South Africa ("JSE") has approved the listing of: 134 615 385 letters of allocation in respect of new Discovery shares from Monday 30 June 2003 to Friday 18 July 2003, both days inclusive; and 134 615 385 new Discovery shares from the commencement of business on Monday 21 July 2003. 4. Salient dates The salient dates in respect of the claw-back offer are reflected in the table below. Any changes to these dates will be published on SENS and in the press. 2003
Last day to trade in Discovery Friday 27 June shares in order to participate in the claw-back offer Listing of letters of allocation on Monday 30 June the JSE Discovery shares commence trading Monday 30 June ex rights on the JSE Record date for participation in Friday 4 July the claw-back offer Claw-back offer opens at 09:00 on Monday 7 July Claw-back offer circular posted to Monday 7 July Discovery shareholders Last day to trade letters of Friday 18 July allocation on the JSE New Discovery shares listed and Monday 21 July trading therein on the JSE commences Claw-back offer closes at 14:30 on Friday 25 July Record date for letters of Friday 25 July allocation Results of claw-back offer Monday 28 July announced on SENS New Discovery shares issued Monday 28 July Dematerialised shareholders" safe Monday 28 July custody accounts updated and accounts debited by CSDP or broker; and certificates posted to certificated shareholders Refund cheques (if applicable) in Tuesday 29 July the case of certificated shareholders in respect of excess applications posted on or about Results of the claw-back offer Tuesday 29 July announced in the press Notes: 1. Dematerialised shareholders are required to inform their CSDP or broker of their instructions in terms of the claw-back offer in the manner and time stipulated in the agreement governing the relationship between the shareholder and their CSDP or broker. 2. Share certificates may not be dematerialisd or rematerialised between Monday 30 June 2003 and Friday 4 July 2003, both days inclusive. 5. Claw-back offer circular A circular containing the revised listing particulars and a form of instruction providing full details of the claw-back offer and instructions as to how shareholders should deal with the rights allocated to them in terms of the claw- back offer will be posted to shareholders on 7 July 2003. A copy of the circular containing the revised listing particulars will be available on Discovery"s website (www.discovery.co.za) from the 7 July 2003. An English copy of the claw-back offer circular containing the revised listing particulars can be inspected at the registered offices of Discovery, Deutsche Securities (SA) (Pty) Limited ("Deutsche Securities"), and Rand Merchant Bank at the addresses detailed below, during normal business hours (Saturdays, Sundays and public holidays excepted) from 11:00 on Friday 27 June 2003 until 16:00 on Friday 18 July 2003. Discovery: 155 West Street, Sandton, 2146 Deutsche Securities: 3 Exchange Square, 87 Maude Street, Sandton, 2196 Rand Merchant Bank: 1 Merchant Place, Cnr Fredman Drive & Rivonia Road, Sandton, 2146 Sandton 20 June 2003 Date: 20/06/2003 02:57:57 PM Supplied by www.sharenet.co.za Produced by the JSE SENS Department
