ARB Listing. Main Board Electronic & Electrical Equipment sector Tuesday, 20 November 2007 R336 million to R371 million:

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Samuel Stone
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1 Listing presentation Nov 2007

2 ARB Listing Main Board Electronic & Electrical Equipment sector Tuesday, 20 November 2007 R336 million to R371 million: New capital R168m to R185.5m + Vendor placement R168m to R185.5m Private placement of 70 million shares at between 480 cents and 530 cents per share Historic PE of to June 07 Historic PE (pro forma) of to June 07 Forward PE of to June 08 2

3 Indicative Timetable November Mon Tue Wed Thu Fri Sat Sun Abridged Prospectus on SENS Fri 2 Nov Private placement opens 09h00 Mon 5 Nov Private placement closes 12h00 Wed 7 Nov Private placement results published on SENS Thurs 8 Nov Final allocation of private placement shares Fri 9 Nov Listing & settlement 09h00 Tues 20 Nov 3

4 Group Overview

5 Milestones 1980 Founded by lan onald urke in Richards Bay 1988 Opens Durban branch 2000 Acquires Pietermaritzburg branch 2001 Relocates to new head office in Prospecton 2002 Opens Johannesburg branch 2003 Opens Cape Town branch 2004 Opens East London branch Black-owned Batsomi Power (Pty) Limited acquires 26% of ARB Electrical Wholesalers Gauteng operation moves to newly-built m² premises in Alrode 2007 ARB to list on JSE 5

Rationale for Listing Expand ARB s geographic footprint Fund organic growth by expanding the national branch network Fund expansion into new target industries Raise capital and have the flexibility

6 Rationale for Listing Expand ARB s geographic footprint Fund organic growth by expanding the national branch network Fund expansion into new target industries Raise capital and have the flexibility of listed shares for acquisitions and other growth opportunities Create value for shareholders by leveraging ARB s established presence in the market Facilitate further empowerment initiatives Attract and retain intellectual capital through the incentive of meaningful equity participation 6

7 Operations

8 Group Structure 100% 74% Batsomi Power (Pty) Ltd 26% IT Solutions (Pty) Ltd. Incorporating: Branch Network Durban Pietermaritzburg Johannesburg Cape Town East London Richards Bay 8

9 Geographic Footprint Johannesburg Pietermaritzburg Richards Bay Durban (Head Office) Cape Town East London 9

Nature of Business South Africa s fastest growing black-empowered independent electrical wholesaler Supplies locally manufactured power cables, overhead line

10 Nature of Business South Africa s fastest growing black-empowered independent electrical wholesaler Supplies locally manufactured power cables, overhead line transmission and general electrical contracting materials Stocks and distributes essential materials for electrification in construction and mining industries 10

11 ARB Products A complete range of power and instrumentation cables Overhead line hardware, insulators and transformers (including mini-subs) Aluminium overhead line conductors and aerial bundled conductors General electrical contracting materials 11

12 12 Brands supplied by ARB

13 Some Major Customers Large & Heavy Industry Parastatals Richards Bay Minerals 13

14 Some Major Customers Construction Industry Electrical Contractors 14

15 People

16 Board of Directors Executive Directors Craig Robertson (B.Compt) (39) CEO 15 years Billy Neasham (B.Com, CA(SA)) (50) FD 7 years Non-Executive Directors Alan Burke (53) Founder Chairman 27 years Jacob Modise (B.Com, B.Acc, CA(SA), MBA) (41) Dumisani Muhlwa (B.Com, CA(SA)) (35) Independent Non-Executive Simon Downes (B.Com, CA(SA), FCMA, MBA) (49) 16

17 Exco - ARB Electrical Wholesalers Craig Robertson (B.Compt) (39) CEO 15 years Billy Neasham (B.Com, CA(SA)) (50) FD 7 years Clinton Cockerell (48) Director 20 years Bruce Sloley (52) Director 24 years Jason Burke (28) Director 10 years Cumulative years service: 76 with ARB (103 incl. Alan Burke) 17

18 Senior Management Durban Pietermaritzburg Johannesburg Cape Town East London Richards Bay Vinod Singh (35) (15*) Sales Chris Cooper (36) (9*) Cable Sales Ricardo McGregor (30) (3*) Branch Manager Neville Puttergill (33) (2*) Branch Manager Des Eyden (55) (7*) Beran Sewath (42) (6*) Branch Manager Carl Franz (29) (10*) Branch Manager Shannon Bester B.Com CA (SA) (27) (1*) Finance & Admin Cliff Dovey (53) Mervyn Pillai (37) Glenn Allanson (47) Pauline Seaman (37) Zanele Njova (33) (16*) Projects (18*) Purchasing (18*) Logistics (3*)Transmission Lines (1*) Bus. Develop. Divisional Director Cumulative years service: 109 Divisional Manager Average age: 38 * Years service with ARB 18

19 BEE

20 Black Economic Empowerment Batsomi Power (Pty) Ltd 26% 26% BEE acquired in Nov 2005 Black positions held: 33% of directors >25% of executive management >75% of staff 20

21 Corporate Social Investment

22 Corporate Social Investment ARB donates & supports: Underprivileged schools Orphanages Shelters AIDS organisations Save the Children Fund Abused Kids Crisis Centre 22

23 Financial Overview

24 Abridged Income Statement R'000 Reviewed 2005 Audited 2006 Audited 2007 Pro Forma 2007 Forecast 2008 Gross revenue 417, ,955 1,047,642 1,047,642 1,315,293 Gross income 81, , , , ,406 GP% 20% 22% 23% 23% 21% Operating profit 42,962 85, , , ,587 OP% 10% 14% 18% 18% 15% Profit before tax 38,422 79, , , ,366 Profit after tax 23,550 55, , , ,837 Profit attributable to ordinary shareholders 14,837 47, , , ,440 Headline earnings attributable to ordinary shareholders Pro forma weighted average number of shares in issue ('000) 14,837 44,318 84,193 91, , , , , , ,235 HEPS (cents)

25 Revenue & Operating Profit Revenue Operating Profit Rm Rm ,048 1, Operating margin* 16.1% % % % F F * Normalised 25

26 Headline Earnings 120 Rm F 26

27 Rm ASSETS Abridged Balance Sheet Audited 2006 Audited 2007 Pro Forma 2007 Non-current assets 39,239 79,684 79,684 Current assets 280, , ,486 TOTAL ASSETS 319, , ,170 EQUITY AND LIABILITIES Equity and reserves 91, , ,293 Non-current liabilities 38,814 48,650 8,580 Current liabilities 189, , ,297 TOTAL LIABILITIES 319, , ,170 Pro forma number of shares in issue ('000) 200, , ,000 Net asset value per share (cents) Net tangible asset value per share (cents)

28 Dividend Policy Single annual dividend Up to a maximum of 33% x NPAT (taking into account distributable reserves and cash available for distribution) 28

29 Private Placement

30 Pricing Considerations Bottom Range Top Range Offer for subscription No. of shares Price per share Total Offer for sale No. of shares Price per share Total cents R168 million cents R168 million cents R185.5 million cents R185.5 million Historic PE Historic PE (pro forma) Forward PE Price to NTAV (post new money)

31 Application of New Capital Settlement of debt R110.5 million Capex and working capital R30.0 million Strategic growth R37.8 million Listing costs R7.2 million Total R185.5 million* * Assuming a placement price of R5.30 per share 31

32 Free Float & Tradability 70% 30% Public / Institutions Directors, management and staff 32

33 Prospects

34 Prospects Industry President Thabo Mbeki committed in 2005 to bring electricity to all by 2012 Eskom to spend R1 trillion over the next 20 years R250 billion over 5 years Government committed to an investment in infrastructure of R410 billion 34

35 Construction Economy GFCF to increase from 18% to 25% of GDP by Fixed investment as % of GDP % Group Five forecast Growth in SA s construction sector YoY % * Source: BER, Group Five * Source: Stats SA

36 Public Sector R410 billion committed to infrastructure spend over next 3 years 150 R billion /4 2004/5 2005/6 2006/7 2007/8 2008/9 2009/10 36 Source: Stats SA

37 Planned Government Spending % Increase past 3 years vs. next 3 years Sports (Stadiums) Police Rail (Spoornet, Gautrain) Electricity (Eskom) Ports Housing (Developments) Health (Hospitals, Clinics) Justice (Courts) Roads (Provincial, Municipal) Water Education (School buildings) Sanitation Total Source: National Treasury

Prospects ARB Continue penetrating mining industry - new focus for the group Expand into sub-saharan Africa (new mines in the pipeline in Zambia, Angola, the

38 Prospects ARB Continue penetrating mining industry - new focus for the group Expand into sub-saharan Africa (new mines in the pipeline in Zambia, Angola, the DRC, Mozambique, Madagascar and Botswana) Expand national branch network organically and through acquisition Expand into new but strategically aligned businesses 38

39 Conclusion

40 Conclusion 27 year track record of growth Unprecedented growth opportunities for target sectors Strong, dynamic and experienced management team owner managed Limited sell down by existing shareholders Strong BEE credentials in place 40

41 Q&A

42 ARB Listing Main Board Electronic & Electrical Equipment sector Tuesday, 20 November 2007 R336 million to R371 million: New capital R168m to R185.5m + Vendor placement R168m to R185.5m Private placement of 70 million shares at between 480 cents and 530 cents per share Historic PE of to June 07 Historic PE (pro forma) of to June 07 Forward PE of to June 08 42

ARB HOLDINGS LIMITED PROSPECTUS

ARB HOLDINGS LIMITED PROSPECTUS ARB HOLDINGS LIMITED (Incorporated in the Republic of South Africa) (Registration number 1986/002975/06 Share code: ARH ISIN: ZAE000109435 ( ARB or the company ) PROSPECTUS Prepared and issued in terms