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EXX
EXX
Exxaro Resources Limited - Implementation of the empowerment transaction
Exxaro Resources Limited
(Previously Kumba Resources Limited)
(Incorporated in the Republic of South Africa)
(Registration number: 2000/011076/06)
(Share code: EXX) (ISIN: ZAE000084992)
("Exxaro" or "the company")
Implementation of the empowerment transaction
1. Introduction
Exxaro shareholders are referred to the circular dated 9 October 2006
("circular") relating to the empowerment transaction and are advised that all of
the transaction steps set out in the circular have been implemented.
2. Change of name
In terms of a special resolution registered by the Companies and Intellectual
Property Registration Office on 2 November 2006, the company"s name was changed
to Exxaro Resources Limited with effect from 2 November 2006. The change of name
was effective on the JSE Limited ("JSE") from Monday, 27 November 2006 and trade
in Exxaro shares under the short name "Exxaro", share code "EXX" and ISIN
ZAE000084992 commenced on this date.
3. Pro rata repurchase of Exxaro shares
In terms of the pro rata repurchase, Exxaro made an offer to Exxaro shareholders
to repurchase 38 331 012 Exxaro shares, pro rata to their shareholding, at a
price of R45,99 per Exxaro share. Exxaro shareholders were afforded the
opportunity to tender excess Exxaro shares into the pro rata repurchase to the
extent that some Exxaro shareholders elected not to participate in the pro rata
repurchase.
Exxaro received acceptances in respect of 38 331 012 Exxaro shares. Exxaro
shareholders who tendered excess shares into the pro rata repurchase have had
such excess applications accepted in full. Anglo South Africa Capital
(Proprietary) Limited ("ASAC") sold 38 143 561 Exxaro shares in terms of the pro
rata repurchase to ensure that the maximum number of Exxaro shares was
repurchased.
Cheques in respect of the pro rata repurchase consideration will be posted, by
ordinary post, at the risk of the certificated Kumba shareholders concerned, to
certificated Exxaro shareholders, and dematerialised Exxaro shareholders will
have had their accounts at their CSDP or broker updated and credited on Tuesday,
28 November 2006.
4. Issues for cash
In terms of specific authorities granted to the company at the general meeting,
Exxaro issued:
65 334 843 to Main Street 333 (Proprietary) Limited ("BEE Holdco") at a price of
R29,86 per Exxaro share; and
10 618 974 Exxaro shares to the Exxaro Employee Empowerment Participation Scheme
Trust at a price of R16,41 per Exxaro share.
The full details and financial effects of the specific issues of shares for cash
are included in the circular.
Pretoria
28 November 2006
Merchant bank and joint sponsor
RAND MERCHANT BANK (A division of FirstRand Bank Limited)
Lead sponsor
JP Morgan Equities Limited
Attorneys
Deneys Reitz Inc.
Corporate law advisers
CLS Consulting Services (Proprietary) Limited
Date: 28/11/2006 04:00:04 PM Produced by the JSE SENS Department
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