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Fri 12 Apr 2002, 0:00 Mathomo Group Limited - Results Of The Rights Offe
Mathomo Group Limited
   (Incorporated in the Republic of South Africa)
   (Registration number 1995/004783/06)
   JSE Share code: MTO   ISIN: ZAE000010542
   ("Mathomo" or "the Company")
RESULTS OF THE RIGHTS OFFER AND ACTION
REQUIRED IN RESPECT OF THE CONSOLIDATION
  1.  RESULTS OF THE RIGHTS OFFER
Shareholders are advised that pursuant to the rights offer of 399 208 733
ordinary shares at an issue price of 5 cents per share ("rights shares"),
applications were received for 140 880 507 rights shares, representing
35,29% of the rights shares offered. This figure includes excess
applications for an additional 2 358 346 rights shares which were allocated
in full. The balance of the rights shares have been taken up by The Standard
Bank of South Africa Limited ("SBSA") in its capacity as underwriter of the
rights offer on the basis that SBSA has ceded its right to be allotted and
issued certain of the rights shares to a third party.
In respect of the rights shares subscribed for, certificated shareholders
will have share certificates posted to them today and dematerialised
shareholders will have their safe custody accounts with their Central
Securities Depository Participants ("CSDPs") or brokers credited today with
the rights shares subscribed for.
  2.  ACTION REQUIRED BY SHAREHOLDERS IN RESPECT OF THE CONSOLIDATION
Shareholders are reminded that Mathomo shares will be consolidated on a 1-
for-10 basis ("the consolidation") with effect from Monday, 6 May 2002. The
last day to trade in "old" Mathomo shares will be Thursday, 25 April 2002
and the record date for the consolidation will be Friday, 3 May 2002.
  2.1  Shareholders holding certificated shares
Certificated shareholders who do not wish to deal in their shares prior to
the consolidation are requested to surrender their certificated shares to
the company's transfer secretaries, Computershare Services Limited, prior to
Friday, 3 May 2002. A form of surrender was attached to the circular to
shareholders dated 18 March 2002. Additional forms of surrender can be
obtained from Computershare Services Limited (telephone 011 370 7700).
  2.2  Shareholders holding dematerialised shares
Shareholders who have dematerialised their shares will have their safe
custody accounts that they hold with their CSDPs or brokers updated pursuant
to the consolidation and, accordingly, are not required to take any action.
  Johannesburg
  11 April 2002
Merchant bank and sponsor
  SCMB
  Standard Corporate and Merchant Bank
  (A division of The Standard Bank of South Africa Limited)
  (Registration number 1962/000738/06)
Underwriter
  The Standard Bank of South Africa Limited
  (Incorporated in South Africa)
  (Registration number 1962/000738/06)
Attorneys to Mathomo
  Feinsteins Attorneys
  Levy, Feinsteins & Associates Inc.
  (Registration Number 1995/001716/21)
Attorneys to the underwriter
  Prinsloo, Tindle & Andropoulos Inc. Attorneys

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