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Mon 8 Dec 2003, 16:44 PROPOSED RIGHTS OFFER BY SALLIES TO RAISE UP TO R3
SALLIES LIMITED - PROPOSED RIGHTS OFFER BY SALLIES TO RAISE UP TO R30 MILLION   
SALLIES LIMITED                                                                 
(Incorporated in the Republic of South Africa)                                  
(Registration number 1903/001879/06)                                            
JSE share code: SAL                                                             
ISIN: ZAE000022588                                                              
("Sallies")                                                                     
PROPOSED RIGHTS OFFER BY SALLIES TO RAISE UP TO R30 MILLION                     
1 Introduction                                                                  
The board of directors of Sallies has resolved to proceed with a renounceable   
rights offer of 138 441 681 new Sallies ordinary shares of 0.1 cents each ("new 
shares") in the ratio of 150 new shares for every 100 shares held at the record 
date, at an issue price of 22 cents per new share, in order to raise up to      
approximately R30 million, before expenses ("the rights offer").  The proceeds  
of the rights offer will be used to:                                            
*  fund the insourcing of mining activities;                                  
  *  enable the expansion of the plant"s milling capacity;                      
  *  to defray debt thus strengthening the balance sheet; and                   
  *  provide adequate working capital resources.                                
The rights offer will not be underwritten.                                      
2 Application for the listing of Sallies letters of allocation and shares on the
JSE Securities Exchange South Africa ("the JSE")                                
Sallies has made application to the Listings Committee of the JSE for the       
listings of:                                                                    
  *  138 441 681 renounceable (nil paid) letters of allocation ("RLA"s"); and   
  *  a maximum of 138 441 681 new shares to be issued pursuant to the rights    
offer.                                                                          
3 Conditions precedent                                                          
The implementation of the rights offer is subject to the following outstanding  
conditions precedent:                                                           
  *  the JSE granting a listing for the 138 441 681 RLA"s and a maximum of 138  
441 681 new Sallies shares to be issued pursuant to the rights offer; and       
  *  the Registrar of Companies registering the rights offer documentation.     
4 Salient dates for participation in the rights offer                           
The last date to trade in Sallies shares in order to be entitled to participate 
in the rights offer is scheduled to be Tuesday, 23 December 2003 for settlement 
by the record date which is Friday, 2 January 2004.  Subject to the approval of 
the JSE, it is anticipated that the 138 441 681 RLA"s will be listed on the JSE 
with effect from the commencement of trade on Wednesday, 24 December 2003, on   
which date the Sallies shares will trade "ex-rights". These dates are subject to
change, and any changes will be announced in the press and on SENS.  A          
finalisation announcement giving the salient dates of the rights offer will be  
made on or about Monday, 15 December 2003.                                      
5 Documentation                                                                 
A circular to shareholders, incorporating revised listing particulars of Sallies
and giving full details of the rights offer ("the circular"), is in the process 
of being finalized and will be mailed to Sallies shareholders on Monday, 5      
January 2004. A form of instruction in respect of the RLA will be enclosed with 
the circular for use by Sallies shareholders who have not dematerialised their  
Sallies shares.                                                                 
Johannesburg                                                                    
8 December 2003                                                                 
Sponsor                                                                         
Ernst & Young Sponsors (Pty) Ltd                                                
Incorporated in the Republic of South Africa                                    
(Registration number 2000/031843/07)                                            
Date: 08/12/2003 04:39:03 PM Supplied by www.sharenet.co.za                     
Produced by the JSE SENS Department
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