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MMH - Miranda Mineral Holdings Limited - Claw Back Offer and Rights Offer

Release Date: 21/04/2011 09:58
Code(s): MMH MMHN
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MMH - Miranda Mineral Holdings Limited - Claw Back Offer and Rights Offer cancelled in present form Miranda Mineral Holdings Limited (Incorporated in the Republic of South Africa) (Registration number 1998/001940/06) Share code: MMH ISIN: ZAE000074019 (LA code: MMHN LA ISIN: ZAE000152633 ("Miranda" or "the Company") Claw Back Offer and Rights Offer cancelled in present form 1. Cancellation of the Claw Back Offer and Rights Offer ("the Offers") in terms of presently published timetable Shareholders are referred to the announcements dated 7 April 2011 and 19 April 2011, and are advised that: * At the Annual General Meeting ("AGM") of the Company held on 7 April 2011, a majority of shareholders voted against the resolution to place the authorised but unissued shares of the Company under the control of the directors in terms of sections 221 and 222 of the Companies Act, No 61 of 1973, as amended ("the Resolution"). * As a consequence of the Resolution not being passed by shareholders, Miranda has had to cancel the current Offers in terms of the timetable as presently published, as the Offers are conditional. * The Company is remedying the situation by giving notice to shareholders of an Extraordinary General Meeting (see paragraphs 2 and 3 underneath). * Miranda has requested the JSE to reverse the trades in the Letters of Allocation which occurred from the commencement of trade on 15 April 2011 up until the halt in trade on 19 April 2011, which request has been approved by the JSE and will be implemented. 2. Notice of Extraordinary General Meeting ("EGM") Shareholders are also referred to the notice of EGM, posted yesterday: * The EGM will take place on Monday, 9 May 2011 at 10:00 at The Green Office Park, Ground Floor, Pecanwood Building,Charles de Gaulle Crescent, Highveld, Centurion. * Shareholders will be asked to consider the resolution pertaining to the placing of the authorised but unissued shares in the capital of the Company under the control of the directors of the Company, and that the directors be authorised, subject to Sections 221 and 222 of the Companies Act, No 61 of 1973, as amended, to allot and/ or issue shares to such person or persons on such terms and conditions as they may determine ("the New Resolution"). * A majority of 50% plus one vote of shareholders represented and voting at the EGM is required to pass the New Resolution. 3. Irrevocable Undertakings * Miranda has obtained irrevocable undertakings to vote in favour of the New Resolution from shareholders representing more than 58% of the issued share capital of the Company. 4. Launch of the Offers Shareholders are advised that as soon as all the relevant approvals have been obtained, Miranda will commence with the process to re-launch the Offers. A new timetable will be announced as soon as possible. 21 April 2011 Centurion Sponsor PricewaterhouseCoopers Corporate Finance (Pty) Ltd Corporate Advisor Touchstone Capital (Pty) Ltd Date: 21/04/2011 09:58:40 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.

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