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MTX - Metorex Limited - Directors` dealings in securities Metorex Limited (Incorporated in the Republic of South Africa) (Registration number 1934/005478/06) Share code: MTX ISIN: ZAE000022745 Issuer code: MEMTX ("Metorex" or the "Company") DIRECTORS` DEALINGS IN SECURITIES Shareholders are referred to the joint firm intention announcement released on SENS on 8 April 2011 whereby details of the written proposal submitted by Vale S.A. (the "Offeror") through its wholly owned subsidiary, Vale, to the Company to acquire the entire issued and to be issued ordinary share capital of the Company (the "Offer") were provided. In compliance with paragraph 3.63 of the JSE Limited Listings Requirements, Metorex hereby advises its shareholders of the following dealings by the associates of two directors of the Company: Name of director: Robert George Still Non-executive director of: Metorex Name of associate: Beankin Investments (Proprietary) Limited ("Beankin") Relationship with the director: Beankin is a family trust-controlled entity Date of transaction: 8 April 2011 Price per share (being the offer price in terms of the Offer): R7.35 Number of shares: 9 079 000 Total value: R66 730 650 Class of shares: Ordinary Extent and interest: Indirect and beneficial Trades carried out on-market or off-market: N/A Prescribed clearance given: Yes Name of director: Alberto Barrenechea Non-executive director of: Metorex Name of associate: Minersa Minerales y Productos Derivados, S.A ("Minersa") Relationship with the director: Mr Barrenechea is a director and shareholder in Minersa Date of transaction: 8 April 2011 Price per share (being the offer price in terms of the Offer): R7.35 Number of shares: 89 242 524 Total value: R655 932 551 Class of shares: Ordinary Extent and interest: Indirect and beneficial Trades carried out on-market or off-market: N/A Prescribed clearance given: Yes Name of director: Alberto Barrenechea Non-executive director of: Metorex Name of associate: S.A Sulquisa ("Sulquisa") Relationship with the director: Mr Barrenechea is a director and indirect shareholder in Sulquisa Date of transaction: 8 April 2011 Price per share (being the offer price in terms of the Offer): R7.35 Number of shares: 12 080 164 Total value: R88 789 205 Class of shares: Ordinary Extent and interest: Indirect and beneficial Trades carried out on-market or off-market: N/A Prescribed clearance given: Yes Name of director: Alberto Barrenechea Non-executive director of: Metorex Name of associate: Fami Cuatro De Inversiones S.A ("Fami Cuatro") Relationship with the director: Mr Barrenechea is a director and indirect shareholder in Fami Cuatro Date of transaction: 8 April 2011 Price per share (being the offer price in terms of the Offer): R7.35 Number of shares: 28 442 214 Total value: R209 050 273 Class of shares: Ordinary Extent and interest: Indirect and beneficial Trades carried out on-market or off-market: N/A Prescribed clearance given: Yes Nature of transaction: Each of the aforementioned associates have irrevocably undertaken in favour of each of the Company and Vale, in their capacity as shareholders of the Company: - to attend (either in person or by proxy) any meeting of the shareholders of the Company as contemplated in section 115 of the Companies Act, No.71 of 2008, as amended, or as convened by the High Court of South Africa in terms of section 311 of the Companies Act, No. 61 of 1973, as amended, as the case may be, convened for the purpose of considering the Offer and to vote (or procure the voting of) all of the shares held (as referred to above) in favour of any resolutions proposed to approve and/or implement the Offer; and - in the event that the Offer proceeds by way of a takeover offer, to accept the takeover offer in respect of all the shares as referred to above. Johannesburg 8 April 2011 Sponsor One Capital Date: 08/04/2011 17:39:10 Supplied by www.sharenet.co.za Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited (`JSE`). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.
