/ 1 January 2002

Nedcor’s offer to NIB minority shareholders

Nedcor’s offer to NIB minority shareholders Banking group Nedcor has announced its offer price to acquire the interests of minority shareholders in its subsidiary, Nedcor Investment Bank Holdings Ltd (NIB).

NIB’s minority shareholders will receive one Nedcor ordinary share for every 33 NIB ordinary shares held.

At Nedcor’s closing price on the 12th August of R114,98, this values each NIB share at R3.48.

Using the Nedcor share price of R129 on 19 April 2002 (the last trading day before Nedcor announced its intention to make an offer to minorities), this values each NIB share at R3,91 representing a 50% premium to NIB’s closing price of R2,61 on that day.

Irrevocable undertakings to vote in favour of the offer have already been obtained from shareholders totalling 39% of the minority holding.

Deutsche Securities, the independent financial adviser to the NIB board, has considered the terms of the offer and are of the opinion that they are fair and reasonable to minority shareholders. The NIB board is also of the opinion that the offer is fair and reasonable.

Nedcor’s offer to buy NIB minorities forms part of a wider restructuring of the group in the wake of the merger with BoE Ltd.