MTX
MEMTX                                                                           
MTX - Metorex - Acquisition By Metorex Of A Further 246 579 089 Shares In Copper
Resources Corporation ("The Transaction") And Further Cautionary Announcement   
Introduction                                                                    
METOREX LIMITED                                                                 
(Incorporated in the Republic of South Africa)                                  
(Registration number 1934/005478/06)                                            
Share code: MTX                                                                 
ISIN: ZAE000022745                                                              
("Metorex" or "the Company")                                                    
ACQUISITION BY METOREX OF A FURTHER 246 579 089 SHARES IN COPPER RESOURCES      
CORPORATION ("THE TRANSACTION") AND FURTHER CAUTIONARY ANNOUNCEMENT             
1.   INTRODUCTION                                                               
    Metorex shareholders are referred to the announcement dated 10 February     
    2009 wherein the salient features of the Transaction were detailed.         
    Metorex now owns 87.1% of Copper Resources Corporation ("CRC") as a result  
of the recent offer for subscription wherein it subscribed for an           
    additional 246 579 089 shares in CRC ("the Offer for Subscription") through 
    conversion of its loan. However, as a consequence of the disenfranchisement 
    of the Central African Mining & Exploration Company interest in CRC,        
Metorex has an effective economic interest in CRC of 99.99%.                
2.   BACKGROUND INFORMATION ON METOREX AND CRC                                  
    Metorex currently has numerous operations in South Africa, Zambia and the   
    Democratic Republic of the Congo ("DRC"). Its main commodities are copper   
and cobalt, which together contributed 67% of EBITDA in FY2008. The Company 
    also produces gold, fluorspar and antimony. In South Africa, Metorex owns   
    70% of fluorspar producer Vergenoeg Mining Company (Pty) Limited, produces  
    antimony through its wholly-owned Consolidated Murchison division and holds 
a 54% stake in AIM and Alt-X listed mid-tier gold producer Pan African      
    Resources plc. Metorex also owns 85% of copper producer Chibuluma Mines plc 
    and 100% of copper/cobalt producer Sable Zinc Kabwe Limited, both located   
    in Zambia. In the DRC the Company has a 75% stake in the Ruashi             
copper/cobalt mine and the Musonoi copper/cobalt deposit.                   
    CRC is the holding company of a group of mineral exploration and            
    development companies. CRC owns a 72% interest in Miniere de Musoshi et     
    Kinsenda, which holds the Kinsenda high-grade deposit together with the     
Lubembe deposit.                                                            
3.   RATIONALE FOR THE TRANSACTION                                              
    CRC pursued the Offer for Subscription to all existing Shareholders in      
    order to provide the company with working capital. In addition to a very    
small number of shareholders, Metorex participated in the offer by          
    converting a portion of the Metorex Loan as its pro rata participation in   
    the Offer for Subscription (Metorex had extended loans of approximately     
    US$29.5 million to CRC as at 31 January 2009). The conversion of a potion   
of this loan into equity resulted in Metorex holding over 87% of the        
    enlarged issued share capital of CRC.  The Offer for Subscription was not   
    underwritten.                                                               
    The Metorex board of directors is of the opinion that the opportunity to    
own 87% of CRC allows for further potential value creation for Metorex      
    shareholders.                                                               
4.   PURCHASE CONSIDERATION                                                     
    The purchase consideration is 7 pence per share subscribed thereby          
totalling US$25.2 million. There are no additional expenses relating to the 
    Transaction which are payable by Metorex.                                   
5.   WARRANTIES                                                                 
    The Transaction was subject to the usual warranties associated with         
transactions of this nature.                                                
6.   EFFECTIVE DATE                                                             
    The effective date of the Transaction was 23 March 2009.                    
7.   CONDITIONS PRECEDENT                                                       
There are no remaining conditions precedent in respect of the Transaction.  
8.   PRO FORMA FINANCIAL EFFECTS                                                
    The Transaction has had no effect on earnings per share ("EPS"), diluted    
    earnings per share ("DEPS"), headline earnings per share ("HEPS"), diluted  
headline earnings per share ("DHEPS"), net asset value per share ("NAVPS")  
    and tangible net asset value per share ("TNAVPS") as a result of Metorex    
    holding a controlling interest in CRC before the Transaction and CRC not    
    having been profitable since its incorporation.                             
These pro forma financial effects were prepared for illustrative purposes   
    only to assist the shareholders of Metorex to assess the impact of the      
    Transaction on the EPS, DEPS, HEPS, DHEPS, NAVPS and TNAVPS of Metorex had  
    the Transaction occurred on 1 July 2008 for income statement purposes and   
31 December 2008 for balance sheet purposes.                                
    These unaudited pro forma financial effects have been disclosed in terms of 
    the Listing Requirements of the JSE and because of their nature may not     
    fairly present Metorex`s financial position, changes in equity, results of  
operations or cash flows.                                                   
    The unaudited pro forma financial effects have not been reviewed or         
    reported on by the Company`s auditors and are the responsibility of the     
    directors of Metorex.                                                       
The EPS, DEPS, HEPS, DHEPS, NAVPS and TNAVPS before the Transaction were    
    based on Metorex`s consolidated unaudited interim results as at 31 December 
    2008 as published on SENS on 3 March 2009.                                  
    The unaudited pro forma financial effects were prepared in accordance with  
International Financial Reporting Standards and are consistent with the     
    accounting policies applied by Metorex for the financial year ended 30 June 
    2008.                                                                       
9.   CATEGORISATION                                                             
In terms of the Listings Requirements of the JSE Limited, the Transaction   
    is deemed to be a Category 2 Transaction.                                   
10.  FURTHER CAUTIONARY ANNOUNCEMENT                                            
    Metorex shareholders are advised that the cautionary announcement in terms  
of this Transaction has been withdrawn.                                     
    However, shareholders are further advised that Metorex remains involved in  
    negotiations which may have an effect on the price of the Company`s         
    securities.                                                                 
Accordingly, shareholders should continue to exercise caution when dealing  
    in their Metorex securities until a further announcement is made.           
Rosebank                                                                        
3 April 2009                                                                    
Sponsor and Corporate Advisor:                                                  
Barnard Jacobs Mellet Corporate Finance (Pty) Limited                           
Date: 03/04/2009 16:03:01 Produced by the JSE SENS Department.                  
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