Published: 2010-11-30 08:30:00 CET
Afarak Group Plc - Tender offer
LEVEL OF ACCEPTANCES AND EXTENSION OF THE OFFER AND THE WARRANT OFFER
07:30 London, 09:30 Helsinki, 30 November 2010 - Ruukki Group Plc, Stock        
Exchange Release                                                                

LEVEL OF ACCEPTANCES AND EXTENSION OF THE OFFER AND THE WARRANT OFFER           

THIS ANNOUNCEMENT IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR  
IN PART, IN OR INTO OR FROM THE UNITED STATES, CANADA, AUSTRALIA OR JAPAN OR ANY
OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT  
LAWS OF SUCH JURISDICTION                                                       

30 November 2010                                                                


 Recommended Cash Offer by Synergy Africa Limited (“Synergy Africa”) (a company 
51 per cent. owned by Ruukki Group Plc and 49 per cent. owned by Kermas Limited)
for the entire issued and to be issued ordinary share capital of Chromex Mining 
               plc (“Chromex”) is unconditional as to acceptances               

Level of acceptances and extension of the Offer and the Warrant Offer           

On 30 September 2010, the boards of Ruukki, Kermas and Chromex announced that   
they had reached agreement on the terms of a recommended cash offer for the     
entire issued and to be issued share capital of Chromex. The terms of, and      
conditions to, the Offer were set out in the Offer Document posted to Chromex   
Shareholders on 18 October 2010.                                                

As at 1.00 p.m. (London time) on 29 November 2010, being the Second Closing Date
of the Offer, Synergy Africa had received valid acceptances in respect of       
81,747,478 Chromex Shares, representing approximately 91.68 per cent. of the    
current issued share capital of Chromex.                                        

This total includes acceptances received in respect of 46,025,000 Chromex       
Shares, representing in aggregate approximately 51.6 per cent. of the issued    
share capital of Chromex, which were subject to irrevocable undertakings        
obtained by Synergy Africa from certain Chromex Shareholders.                   

As at 1.00 p.m. (London time) on 29 November 2010, being the Second Closing Date
of the Warrant Offer, Synergy Africa had received valid acceptances in respect  
of 2,570,781 Chromex Warrants, representing approximately 95.93 per cent. of the
total number of Chromex Warrants in issue.                                      

As announced on 17 November 2010, Ruukki Shareholders approved the Related Party
Transaction arrangements in connection with the Offer at the EGM which was held 
on 17 November 2010, fulfilling one of the then remaining conditions of the     
Offer.                                                                          

The South African Competition Commission has extended the maximum period it may 
consider the acquisition, for a period of 40 business days ending on 20 January 
2011, which is in the normal course of business.                                

The Offer, which remains subject to the terms and the conditions set out or     
referred to in the Offer Document posted to Chromex Shareholders on 18 October  
2010, is extended to, and will remain open for acceptance until, 1.00 p.m. on 20
December 2010 (the “Third Closing Date”). If the South African Competition      
Commission has not completed its review by the Third Closing Date, then the     
period for extension, if any, in order to satisfy this condition, will be       
subject to the approval of the Panel. A further announcement will be made in due
course.                                                                         

The Warrant Offer, which remains subject to the terms and the conditions set out
or referred to in the Offer Document posted to Chromex Shareholders and         
Warrantholders on 18 October 2010, is extended to, and will remain open for     
acceptance until, 5.00 p.m. (London time) on the date being 10 business days    
after the Offer is declared unconditional in all respects or until the Offer    
lapses (as applicable).                                                         

Procedure for acceptance of the Offer and the Warrant Offer                     

To accept the Offer in respect of Chromex Shares held in certificated form      
and/or the Warrant Offer in respect of Chromex Warrants held in certificated    
form, Chromex Shareholders and Chromex Warrantholders should complete, sign and 
return the Offer Form of Acceptance and/or the Warrant Offer Form of Acceptance 
(as applicable), together with their share certificate(s) and/or warrant        
certificates (as applicable), in accordance with the instructions contained     
therein and set out in the Offer Document, to Capita Registrars at Corporate    
Actions, The Registry, 34 Beckenham Road, Kent BR3 4TU, as soon as possible, but
in any event so as to arrive not later than 1.00 p.m. (London time) on 20       
December 2010 (in the case of the Offer) and not later than 5.00 p.m. (London   
time) on the date 10 business days after the Offer is declared unconditional in 
all respects (if applicable) (in the case of the Warrant Offer).                

To accept the Offer in respect of Chromex Shares held in CREST, and the Warrant 
Offer in respect of Chromex Warrants held in CREST, Chromex Shareholders and    
Warrantholders should follow the procedure for electronic acceptance through    
CREST in accordance with the instructions set out in the Offer Document so that 
the TTE Instruction settles as soon as possible and, in any event, not later    
than 1.00 p.m. on 20 December 2010 (in the case of the Offer) and not later than
5.00 p.m. (London time) on the date 10 business days after the Offer is declared
unconditional in all respects (if applicable) (in the case of the Warrant       
Offer).                                                                         

If you have any questions on the completion of the Form(s) of Acceptance or wish
to receive additional Form(s) of Acceptance, please telephone Capita Registrars 
on 0871 664 0321 from within the United Kingdom or on +44 20 8639 3399 if       
calling from outside the United Kingdom. This helpline is available from 9.00   
a.m. to 5.00 p.m. (London time) Monday to Friday (except UK public holidays).   
Calls to the 0871 664 0321 number cost 10 pence per minute (including VAT) plus 
your service provider's network extras. Calls to the helpline from outside the  
United Kingdom will be charged at applicable international rates. Different     
charges may apply to calls from mobile telephones and calls may be recorded and 
randomly monitored for security and training purposes. The helpline cannot      
provide advice on the merits of the Offer or the Warrant Offer or give any      
financial, legal or tax advice.                                                 

Further Information                                                             

Copies of the Offer Document, the Offer Form of Acceptance and the Warrant Offer
Form of Acceptance are available (during normal business hours) from Capita     
Registrars, Corporate Actions, The Registry, 34 Beckenham Road, Kent BR3 4TU.   

Copies of the Offer Document, the information incorporated by reference into it,
the Offer Form of Acceptance and the Warrant Offer Form of Acceptance are       
available at the offices of Herbert Smith LLP, Exchange House, Primrose Street, 
London EC2A 2HS, during usual business hours on any weekday (Saturdays and      
public holiday excepted) and on Ruukki's website at http://www.ruukkigroup.fi,  
subject to certain restrictions relating to persons resident in the United      
States, Australia, Canada and Japan.                                            

Copies of all announcements made by Synergy Africa, including this announcement 
are available on Ruukki's website at http://www.ruukkigroup.fi, subject to      
certain restrictions relating to persons resident in the United States,         
Australia, Canada and Japan.                                                    

Save as disclosed above, neither Synergy Africa nor any person acting in concert
with Synergy Africa for the purposes of the Offer is interested in or has any   
rights to subscribe for any Chromex Shares nor does any such person have any    
short position or any arrangement in relation to Chromex Shares. For these      
purposes "arrangement" includes any agreement to sell or any dealing obligation 
or right to require another person to purchase or take delivery of, and         
borrowing or lending of, Chromex Shares. An "arrangement" also includes any     
indemnity or option arrangement, any agreement or understanding, formal or      
informal, of whatever nature, relating to Chromex Shares which may be an        
inducement to deal or refrain from dealing in such securities. "Interest"       
includes any long economic exposure, whether conditional or absolute, to changes
in the prices or securities and a person is treated as having an "interest" by  
virtue of the ownership or control of securities, or by virtue of any option in 
respect of, or derivative referenced to securities.                             

The expressions used in this announcement, unless the context otherwise         
requires, bear the same meaning as in the Offer Document dated 18 October 2010. 


Enquiries:                                                                      

Ruukki Group Plc / Synergy Africa Limited                                       

Dr Danko Koncar / Alex Buck     Tel: +44 (0)20 7368 6763                        
Thomas Hoyer, CFO               Tel: +358 (0)10 440 7000                        

Investec Bank plc (financial advisers to Ruukki and Synergy Africa)             

David Currie                    Tel: +44 (0)20 7597 5970                        
Patrick Robb                                                                    
Daniel Adams                                                                    
Stephen Cooper                                                                  


Investec Bank Plc, which is authorised and regulated in the United Kingdom by   
the Financial Services Authority is acting exclusively for Ruukki and Synergy   
Africa and no one else in connection with the Offer and Warrant Offer and will  
not be responsible to anyone other than Ruukki and Synergy Africa for providing 
the protections afforded to clients of Investec Bank plc or for providing advice
in connection with the Offer and the Warrant Offer.                             

The release, publication or distribution of this announcement in jurisdictions  
other than the United Kingdom may be restricted by law and therefore persons in 
such jurisdictions into which this announcement is released, published or       
distributed should inform themselves about, and observe, any applicable         
requirements. The following Announcement has been prepared in accordance with   
English law and the Code and information disclosed may not be the same as that  
which would have been prepared in accordance with the laws of jurisdictions     
outside England.                                                                

This Announcement does not constitute an offer or an invitation to purchase or  
subscribe for any securities or the solicitation of any vote or approval in any 
jurisdiction pursuant to the Offer, the Warrant Offer or otherwise. The Offer   
and the Warrant Offer are made solely by means of the Offer Document, an        
advertisement published in the London Gazette and the London edition of the     
Financial Times, and the Form of Acceptance (in respect of Chromex Shares in    
certificated form) and the Warrant Offer Form of Acceptance (in respect of the  
Chromex Warrants in certificated form), which contain the full terms and        
conditions of the Offer and the Warrant Offer, including details of how the     
Offer and the Warrant Offer may be accepted. Any acceptance or other response to
the Offer or the Warrant Offer should be made only on the basis of the          
information in the Offer Document and the Form of Acceptance (in the case of    
Chromex Shares in certificated form) and the Warrant Offer Form of Acceptance   
(in respect of the Chromex Warrants in certificated form) (as applicable).      

Unless otherwise determined by Synergy Africa and permitted by applicable law   
and regulation, the Offer and the Warrant Offer are not being, and will not be, 
made, directly or indirectly, in, into, or by use of the mail, or by any means  
or instrumentality (including, without limitation, telephonically or            
electronically) of interstate or foreign commerce of, or by any facility of a   
national securities exchange, of the United States, Canada, Australia, or Japan 
or any other jurisdiction if to do so would constitute a violation of the       
relevant laws of such jurisdiction and the Offer and the Warrant Offer will not 
be capable of acceptance by any such use, means, instrumentality or facilities. 
Accordingly, copies of this announcement, the Offer Document, the Form(s) of    
Acceptance and any other documents relating to the Offer are not being, and must
not be, directly or indirectly, mailed, or otherwise forwarded, distributed or  
sent, in whole or in part, in, into or from the United States, Canada,          
Australia, or Japan or any other jurisdiction if to do so would constitute a    
violation of the relevant laws of such jurisdiction and persons receiving such  
documents (including custodians, nominees and trustees) must not directly or    
indirectly mail, transmit or otherwise forward, distribute or send them in, into
or from any such jurisdiction as to do so may invalidate any purported          
acceptance of the Offer and the Warrant Offer. Doing so may render invalid any  
purported acceptance of the Offer and the Warrant Offer.  The availability of   
the Offer and the Warrant Offer to persons who are not resident in the United   
Kingdom should inform themselves about and observe any applicable requirements. 

Under Rule 8.3(a) of the Code, any person who is "interested" in 1 per cent. or 
more of any class of "relevant securities" of an offeree company or of any paper
offeror (being any offeror other than an offeror in respect of which it has been
announced that its offer is, or is likely to be, solely in cash) must make an   
"Opening Position Disclosure" following the commencement of the "offer period"  
and, if later, following the announcement in which any paper offeror is first   
identified. An "Opening Position Disclosure" must contain details of the        
person's interests and short positions in, and rights to subscribe for, any"    
relevant securities" of each of (i) the offeree company and (ii) any paper      
offeror(s). An "Opening Position Disclosure" by a person to whom Rule 8.3(a)    
applies must be made by no later than 3.30 pm (London time) on the 10th business
day following the commencement of the "offer period" and, if appropriate, by no 
later than 3.30 pm (London time) on the 10th business day following the         
announcement in which any paper offeror is first identified. Relevant persons   
who "deal" in the "relevant securities" of the offeree company or of a paper    
offeror prior to the deadline for making an "Opening Position Disclosure" must  
instead make a "Dealing Disclosure".                                            

Under Rule 8.3(b) of the Code, any person who is, or becomes, "interested" in 1 
per cent. or more of any class of "relevant securities" of the offeree company  
or of any paper offeror must make a "Dealing Disclosure" if the person "deals"  
in any relevant securities of the offeree company or of any paper offeror. A    
"Dealing Disclosure" must contain details of the dealing concerned and of the   
person's interests and short positions in, and rights to subscribe for, any     
"relevant securities" of each of (i) the offeree company and (ii) any paper     
offeror, save to the extent that these details have previously been disclosed   
under Rule 8. A "Dealing Disclosure" by a person to whom Rule 8.3(b) applies    
must be made by no later than 3.30 pm (London time) on the business day         
following the date of the relevant dealing.                                     

If two or more persons act together pursuant to an agreement or understanding,  
whether formal or informal, to acquire or control an interest in relevant       
securities of an offeree company or a paper offeror, they will be deemed to be a
single person for the purpose of Rule 8.3.                                      

"Opening Position Disclosures" must also be made by the offeree company and by  
any offeror and "Dealing Disclosures" must also be made by the offeree company, 
by any offeror and by any persons acting in concert with any of them (see Rules 
8.1, 8.2 and 8.4).                                                              

Details of the offeree and offeror companies in respect of whose relevant       
securities "Opening Position Disclosures" and "Dealing Disclosures" must be made
can be found in the Disclosure Table on the Panel's website at                  
www.thetakeoverpanel.org.uk, including details of the number of relevant        
securities in issue, when the offer period commenced and when any offeror was   
first identified. If you are in any doubt as to whether you are required to make
an "Opening Position Disclosure" or a "Dealing Disclosure", you should contact  
the Panel's Market Surveillance Unit on +44 (0)20 7638 0129.                    

Terms in quotation marks are defined in the Code, which can also be found on the
Panel's website.                                                                

In accordance with Rule 19.11 of the Code, a copy of this Announcement will be  
published on the Ruukki website: www.ruukkigroup.fi.