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Standard/ Libhold/ Liberty/ Safika/ STANLIB/ Nduna - Fulfillment Of Conditions Precedent Standard Bank Group Limited (Incorporated in the Republic of South Africa) (Registration number 1969/017128/06) Share code: SBK Namibian Share code: SNB ISIN: ZAE000038873 ("Standard Bank Group") Liberty Holdings Limited (Incorporated in the Republic of South Africa) (Registration number 1968/002095/06) Share code: LBH ISIN: ZAE000004032 ("Libhold") Liberty Group Limited (Incorporated in the Republic of South Africa) (Registration number 1957/002788/06) Share code: LGL ISIN: ZAE000024543 ("Liberty Group") Safika Holdings (Pty) Ltd (Incorporated in the Republic of South Africa) (Registration number 1996/001693/07) ("Safika") STANLIB Limited (Incorporated in the Republic of South Africa) (Registration number 1996/014748/06) ("STANLIB") Nduna Trust (Master"s reference number IT 12995/98) ("Nduna") FULFILMENT OF CONDITIONS PRECEDENT AND IMPLEMENTATION OF THE SALE BY STANDARD BANK GROUP AND LIBERTY GROUP OF 25,2% OF STANLIB TO AN EMPOWERMENT CONSORTIUM 1. Introduction Further to the announcement of 18 June 2003, Standard Corporate and Merchant Bank is pleased to announce that all the conditions precedent relating to the sale by Standard Bank Group and Liberty Group of a 25,2% interest in STANLIB to a consortium led by Safika (the "Consortium") have been fulfilled. The implementation of the transaction and the participation therein by a broad based empowerment trust ("BBET") reaffirms the commitment of Standard Bank Group and Liberty Group to the transformation process and empowerment in South Africa. 2. The Consortium The Consortium is comprised of leading empowerment partners Safika and Nduna, with the BBET being allocated a 40% participation in the Consortium. The Consortium provides STANLIB with a strategic shareholder that will play an active role in the growth and development of STANLIB, while at the same time facilitating broad based empowerment. 3. The BBET The BBET will be for the benefit of a broad spectrum of people from historically disadvantaged backgrounds. The beneficiaries of the BBET are to include the following categories of historically disadvantaged South Africans: * non-governmental organisations and community-based organisations; * historically black universities; * a women"s group; * a group of black entrepreneurs; and * a youth trust to be formed with a focus on skills development. The BBET will comply with the Financial Sector Charter with respect to broad based economic empowerment. Johannesburg 11 December 2003 Merchant bank and sponsor to Standard Bank Group SCMB Standard Corporate and Merchant Bank (A division of The Standard Bank of South Africa Limited) (Registration number 1962/000738/06) Legal advisor to Liberty Group Werksmans Incorporated Registration number 1990/007215/21) Sponsor to Liberty Group and Libhold Merrill Lynch Global Markets & Investment Banking Group Merrill Lynch South Africa (Pty) Ltd Registration number 1995/001805/07 Registered Sponsor and Member of the JSE Securities Exchange South Africa Independent advisor to Liberty Group Deutsche Securities Member of the Deutsche Bank Group Deutsche Securities (SA) (Proprietary) Limited (Registration number 1995/011798/07) Legal advisor to Standard Bank Group Bowman Gilfillan Financial advisor to Safika UBS Corporate Finance (South Africa) (Pty) Ltd A subsidiary of UBS AG (Registration number 1994/008363/07) Legal advisor to the Consortium Read Hope Phillips Attorneys Corporate legal advisor to Safika DEREK H RABIN & ASSOCIATES (PTY) LIMITED Registration No - 2002/013811/07 Date: 11/12/2003 01:55:04 PM Supplied by www.sharenet.co.za Produced by the JSE SENS Department
