PGR - Peregrine Holdings Limited - Cautionary announcement: Proposed

PGR - Peregrine Holdings Limited - Cautionary announcement: Proposed            
restructuring of BEE shareholding in Peregrine                                  
Peregrine Holdings Limited                                                      
(Registration number 1994/006026/06)                                            
JSE code: PGR    ISIN code: ZAE000078127                                        
("Peregrine")                                                                   
CAUTIONARY ANNOUNCEMENT: PROPOSED RESTRUCTURING OF BEE SHAREHOLDING IN          
PEREGRINE                                                                       
Shareholders are referred to the voluntary SENS announcements published in      
April and August 2011 in which it was announced that Nala Empowerment           
Investment Company (Proprietary) Limited ("Nala") and its subsidiaries ("the    
Nala group") had acquired an interest in 30 054 419 Peregrine shares, being     
approximately 13% of Peregrine`s issued share capital.                          
Shareholders are advised that Peregrine has today entered into a binding heads  
of agreement with the Nala group, in terms of which, subject to the fulfilment  
of certain conditions (as referred to below) as one indivisible transaction     
("the transaction") -                                                           
-    Peregrine or one of its subsidiaries will purchase from the Nala group,    
    the 30 054 419 Peregrine shares owned by the Nala group at a price equal    
to the volume weighted average traded price of Peregrine shares measured    
    over the thirty business days prior to 30 March 2012, which price was       
    R10,31;                                                                     
-    Nala will acquire, whether by way of purchase or subscription, or a        
combination of both, a 20% shareholding in Peregrine`s South African        
    operating subsidiaries, which specifically excludes Peregrine`s balance     
    sheet investments and direct offshore subsidiaries, at a value to be        
    agreed between Peregrine and Nala and which valuation will be subject to    
an independent expert providing an opinion that the price agreed between    
    the parties is fair.                                                        
The transaction is subject to the fulfilment of a number of conditions          
including -                                                                     
1    the shareholders of Nala, in general meeting, approving the transaction;   
2    the shareholders of Peregrine, in general meeting, approving the           
    transaction; and                                                            
3    the securing of all necessary regulatory approvals required to implement   
the transaction.                                                            
A further announcement regarding the transaction (including its financial       
effects) and progress for its implementation will be made in due course. In     
the interim shareholders are advised to exercise caution when dealing in        
Peregrine shares.                                                               
Sandton                                                                         
30 March 2012                                                                   
Sponsor and corporate advisor                                                   
Java Capital                                                                    
Date: 30/03/2012 17:24:01 Supplied by www.sharenet.co.za                     
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