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ADR/PCN - Adcorp Holdings Limited/Paracon Holdings Limited - Competition Commission approval ADCORP HOLDINGS LIMITED Incorporated in the Republic of South Africa Registration number 1974/001804/06 Share code ADR ISIN: ZAE000000139 ("Adcorp") PARACON HOLDINGS LIMITED Incorporated in the Republic of South Africa Registration number 1997/008181/06 Share code PCN ISIN: ZAE000029674 ("Paracon") COMPETITION COMMISSION APPROVAL Further to the announcements released on SENS on 1 November 2011 by Adcorp and Paracon regarding their respective results of general meeting, and results of scheme meeting, Adcorp and Paracon are pleased to announce that the Competition Commission has unconditionally approved Adcorp`s acquisition of the entire issued ordinary share capital of Paracon, excluding those shares held by subsidiaries of Paracon (the "Proposed Transaction"). Shareholders are referred to the respective Adcorp and Paracon circulars posted to shareholders dated 30 September 2011 ("Circulars") for full details of the Proposed Transaction. The only remaining outstanding conditions precedent to the Proposed Transaction are the receipt of a compliance certificate in respect of the Proposed Transaction from the Takeover Regulation Panel, which is expected to be received on or about 15 November 2011 and the non- occurrence of the material adverse events described in the Circulars in respect of Adcorp and/or Paracon prior to the Takeover Regulation Panel issuing the compliance certificate. A further announcement will be made once the conditions precedent have been fulfilled. Johannesburg 4 November 2011 Corporate Adviser and Transaction Sponsor to Adcorp Investec Corporate Finance Legal Adviser to Adcorp Webber Wentzel Competition Law Adviser to Adcorp Nortons Incorporated Sponsor to Adcorp Deloitte & Touche Sponsor Services (Proprietary) Limited Corporate Adviser and Sponsor to Paracon Merchantec Capital Legal Adviser to Paracon Werksmans Date: 04/11/2011 17:00:40 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.
