HARDWARE WAREHOUSE LIMITED - FULFILMENT OF OUTSTANDING CONDITIONS PRECEDENT AND FINALISATION ANNOUNCEMENT

FULFILMENT OF OUTSTANDING CONDITIONS PRECEDENT AND FINALISATION 
ANNOUNCEMENT

HARDWARE WAREHOUSE LIMITED
Incorporated in the Republic of South Africa
(Registration number 2007/004302/06)
Share code: HWW ISIN: ZAE000104253
(“Hardware Warehouse”)

FULFILMENT OF OUTSTANDING CONDITIONS PRECEDENT AND FINALISATION
                                ANNOUNCEMENT



Hardware Warehouse ordinary shareholders ("Hardware Warehouse Shareholders") are referred to
the joint announcement by Hardware Warehouse and Steinhoff Doors and Building Materials
Proprietary Limited (“Steinbuild”) of a firm intention by Steinbuild to make an offer to acquire the entire
issued share capital of Hardware Warehouse by way of a scheme of arrangement ("Scheme") in
terms of section 114 of the Companies Act 71 of 2008, as amended, ("Companies Act"), which was
released on SENS on 3 December 2012 and published in the press on 4 December 2012, and to the
Hardware Warehouse circular dated 14 December 2012 ("the Circular").

Hardware Warehouse Shareholders are advised that the Takeover Regulation Panel ("Panel") issued
a compliance certificate in terms of section 119(4)(b) of the Companies Act in respect of the Scheme
on 7 February 2013. Furthermore, shareholders are advised that all outstanding conditions
precedents to the Scheme have been fulfilled.

Accordingly Hardware Warehouse Shareholders are advised of the salient dates which were set out
in the Circular:

                                                                                                     2013
Last day to trade Hardware Warehouse Shares on the JSE in order to be
recorded in the Register to receive the Scheme Consideration, on                     Friday, 15 February
Suspension of listing of Hardware Warehouse Shares on the JSE expected
to take place at the commencement of trade on                                      Monday, 18 February
Expected Scheme Consideration Record Date, being the date on which
Scheme Participants must be recorded in the Register to receive the Scheme
Consideration, by close of trade on                                                  Friday, 22 February
Expected Operative Date of the Scheme on                                           Monday, 25 February
Scheme Consideration expected to be paid/posted to certificated Scheme
Participants (provided their form of acceptance, surrender and transfer and
Documents of Title are received on or prior to 12:00 on the Scheme
Consideration Record Date) on or about                                             Monday, 25 February
Dematerialised Scheme Participants expected to have their accounts (held at
their CSDP or broker) credited with the Scheme Consideration on or about           Monday, 25 February
Termination of listing of Hardware Warehouse Shares on the JSE expected
to take place at the commencement of trade on or about                                       Tuesday, 26
                                                                                                February


East London
8 February 2013

Corporate and Designated Advisor to Hardware Warehouse
Merchantec Capital

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