Posting of offer circular by Eqstra Holdings Limited (“Eqstra”) and update to Protech shareholders Protech Khuthele Holdings Limited (Incorporated in the Republic of South Africa) (Registration number 2000/024352/07) Share code: PKH ISIN: ZAE 000101986 (“Protech” or the “Company”) POSTING OF OFFER CIRCULAR BY EQSTRA HOLDINGS LIMITED (“EQSTRA”) AND UPDATE TO PROTECH SHAREHOLDERS 1. Posting of Eqstra offer circular Protech shareholders are advised that the offer circular regarding the unsolicited firm intention by Eqstra to acquire the entire issued ordinary share capital of the Company that it does not already own (the “Eqstra offer”) (the “Eqstra offer circular”) was posted, by Eqstra, to Protech shareholders yesterday, 21 February 2013. The independent board of Protech constituted to consider the Eqstra offer (the “Independent Board”) is considering the Eqstra offer circular and will form its opinion regarding the Eqstra offer, taking into account the fair and reasonable opinion of the appointed independent expert, PricewaterhouseCoopers Corporate Finance Proprietary Limited (the “Independent Expert”). An offeree response circular setting out the opinion of the Independent Expert and the recommendations of the Independent Board will be posted to Protech shareholders by no later than Monday, 25 March 2013. Accordingly, Protech shareholders are strongly urged to await the Protech response circular before deciding on whether or not to accept the Eqstra offer. 2. Update to Protech shareholders As stated in the Eqstra offer circular, the offer consideration of R0.60 per Protech share, will be adjusted for, inter alia, any changes to the capital structure of Protech between 5 December 2012 and the effective date of the Eqstra offer (the “effective date”). To the extent that Protech incurs additional financial debt that is not applied towards revenue generating assets and / or working capital movements other than in the ordinary course of business, then Eqstra reserves its right to reduce the offer consideration by an amount of 1.4c per Protech share for each full R10 000 000 by which the net debt (all interest bearing debt less cash and cash equivalents) (“net debt”) of Protech, as at the last day of the calendar month immediately preceding the effective date, is greater than R125 000 000. Eqstra has indicated that it further reserves the right to cancel the Eqstra offer if the net debt of Protech as at the last day of the calendar month immediately preceding the effective date is greater than R200 000 000. In order to assist Protech shareholders in assessing the Eqstra offer, the Independent Board will provide an update on the net debt of Protech in the Protech response circular. 3. Responsibility statement The Independent Board accepts responsibility for the information contained in this announcement insofar as the information relates to Protech, and confirms that, to the best of their knowledge and belief, the information is true and does not omit anything likely to affect the importance of the information. Lanseria 22 February 2013 Investment bank and transaction sponsor Nedbank Capital Legal advisor Bowman Gilfillan Inc. Sponsor Deloitte & Touche Sponsor Services Proprietary Limited Communications Advisor College Hill Independent Expert PricewaterhouseCoopers Corporate Finance Proprietary Limited Date: 22/02/2013 03:17:00 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.