PSGPSG - PSG - voluntary offer by PSG Group Limited to all CapitecBank Holdings Limited shareholdersPSG Group LimitedIncorporated in the Republic of South AfricaRegistration number 1970/008484/06JSE share code: PSG & ISIN: ZAE000013017("PSG")VOLUNTARY OFFER BY PSG GROUP LIMITED ("PSG") TO ALL CAPITEC BANK HOLDINGSLIMITED ("CAPITEC") SHAREHOLDERSDETAILS OF THE OFFERShareholders are referred to the PSG announcement on SENS on Thursday, 26April 2007 and in the press on Monday, 30 April 2007 in whichshareholders were advised that the directors of PSG will make a voluntaryoffer to all Capitec shareholders to acquire up to a maximum of 34,9% ofthe ordinary issued share capital in Capitec, by means of a share forshare issue in which PSG will issue 1,4545 PSG shares for each Capitecoffer share accepted ("the offer"). The offer is still subject to theapproval of the South African Reserve Bank.EXTENSION OF THE CLOSING DATE OF THE OFFERCapitec shareholders should take note of the fact that the offer closingdate has been extended, for the avoidance of doubt, to ensure that thoseCapitec ordinary shareholders who accept the offer and are recorded onthe Capitec shareholders register on the Friday, 15 June 2007, being therecord date of the Capitec dividend, are entitled to receive the Capitecfinal dividend of 60 cents per Capitec ordinary share. The closing dateof the offer has now been extended to 09h00 on Monday, 18 June 2007.Important dates and times relating to the offer are as follows:Last day for Capitec shareholders to trade Friday, 4 May 2007in order to be eligible to participate inthe offer onShares trade ex the right to participate in Monday, 7 May 2007the offer from the commencement of businessonRecord date on which Capitec shareholders Friday, 11 May 2007must be recorded in the register of Capitecshareholders in order to be eligible toparticipate in the offer onOffer document posted to Capitec Monday, 14 May 2007shareholders and opening date of the offeronClosing date of the offer and deemed Monday, 18 June 2007effective date of disposal of shares byCapitec shareholders accepting the offer at09h00 onResults of offer published on SENS on Monday, 18 June 2007PSG offer shares posted to certificated Tuesday, 19 June 2007Capitec shareholders accepting theoffer(subject to receipt by PSG ofdocuments of title on or prior to theclosing date)on or aboutPSG offer shares credited to the CSDP or Tuesday, 19 June 2007broker, as the case may be, of thoseCapitec shareholders who havedematerialised their Capitec shares and whohave accepted the offer onResults of offer published in the press on Tuesday, 19 June 2007Notes:1. Any further change to the above dates and times will be announced onSENS and in the press.2. Certificated Capitec shareholders are required to complete andreturn the form of acceptance, surrender and transfer in accordancewith the instructions contained therein to be received by not laterthan 09:00 on the closing date of the offer.3. Capitec shares held by Capitec shareholders accepting the offer maynot be dematerialised or rematerialised between Monday, 7 May 2007and Monday, 18 June 2007, both days inclusive.4. Dematerialised Capitec shareholders accepting the offer must notifytheir duly appointed CSDP or broker of their acceptance of the offerin the manner and time stipulated in the agreement governing therelationship between such Capitec shareholder and his CSDP orbroker.An offer document containing details of the voluntary offer to Capitecshareholders, including a form of acceptance, surrender and transfer,will be posted to Capitec shareholders on Monday, 14 May 2007.Stellenbosch11 May 2007SponsorPSG Capital (Pty) LtdDate: 11/05/2007 15:00:04 Produced by the JSE SENS Department.