NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OF AMERICA, CANADA, JAPAN OR AUSTRALIA

Optimum Coal Holdings Limited (“Optimum Coal” or the “Company”), a leading black owned and controlled South African coal mining and exploration company, will list on Monday 29 March 2010 under the “General Mining” sector of The JSE Limited (“JSE”) under the abbreviated name “Optimum” with the symbol “OPT”. The Prospectus was published today and is available on the company website at www.optimumcoal.com.

It is anticipated that around R1.6 billion will be raised through a subscription for new shares and an offer for sale by certain shareholders. The net proceeds raised by Optimum Coal will be used to fund the company‟s capital requirements, to repay debt already incurred in connection with the acquisition of the controlling interest in Koornfontein Mines and to fund potential acquisitions.

Optimum Coal is the sixth largest producer and the fourth largest exporter of thermal coal in South Africa with an extensive operational footprint located in the Witbank coalfield region of Mpumalanga.

The Company‟s operations include Optimum Collieries, which is a large opencast and underground mining complex comprised of four coal production areas with a reserve base in excess of 270m tons of run-of-mine coal as at 30 June 2009, of which 191m tons are classified as saleable. For the year ending 30 June 2009, Optimum Coal sold 9.3m tons of coal, of which 45% was exported. The company also has a 9.5% interest in Richards Bay Coal Terminal (“RBCT”) where it is the largest single BEE shareholder with a 6.86m tons export entitlement, of which 6.5m tons per year are available for its own use.

Optimum Coal also owns an effective 19.1% interest in Koornfontein Mines in Mpumalanga, which as at 30 June 2009, had a reserve base of 46.5m tons of run-of-mine coal, of which 30.7m tons were classified as saleable. Koornfontein Mines is a large underground mine adjacent to Eskom‟s Komati power station. The mine has good surface infrastructure and currently produces around 3.5m tons of thermal coal per annum for export and domestic sales. In addition, Koornfontein Mines owns a 1.58m tons export entitlement at RBCT, of which 1.5m tons per year are available for its own use. The Company has entered into a transaction to increase its effective shareholding in Koornfontein Mines to 91%, which transaction is subject to Sentula Mining Ltd (“Sentula”) shareholders‟ consent.

Dr. Sivi Gounden has been appointed as Non-executive Chairman of the Board and Bobby Godsell Independent Non-executive Deputy Chairman. In accordance with best practice, there are a majority of five independent non-executives and four non-executives on the board. A strong executive team has been established comprising; Mike Teke (Chief Executive Officer), Henry White (Operations Director) and Doug Gain (Finance Director). The company‟s senior management team has an average of 21 years of experience in the coal mining industry.

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Mike Teke said: “This is an exciting time for the company and the coal mining industry in South Africa. The demand for coal is robust both internationally and locally. Optimum Coal has strategically located operations with good access to rail infrastructure, rapid loading and export facilities and a large export entitlement at Richards Bay Coal Terminal. We are cash generative and have a strong balance sheet, which provides a sound platform for growth. We believe that the time is right for Optimum Coal to list, as there are currently few „pure coal plays‟ on the JSE. We can now begin accelerating towards our vision to become the benchmark South African-owned and controlled coal mining and exploration group.”

The Offer comprises the sale of up to 42.75 million fully paid ordinary shares priced between R34 and R37 made up of an offer for subscription of 24 million shares and an offer for sale by the selling shareholders of up to 18.75m ordinary shares. The price of the shares will be announced on SENS on Wednesday 24 March 2010. The company will be meeting with invited individuals and institutions in South Africa and abroad over the next two weeks, ahead of the listing.

Shareholders in Optimum Coal include Monkoe Coal Investments, Micsan Investments, Mobu Resources, Warrior Coal Investments, Dr. Mlungisi Kwini, Kwini Mining Investments and strategic shareholders AMCIC Warrior Mauritius Ltd, a subsidiary of AMCI Capital and Mercuria Energy Group, a commodities and energy trading company based in Switzerland. A 22.3% unencumbered shareholding was allocated to two trusts, namely the Optimum Employee Benefit Trust and Optimum Community Trust in equal proportions. These trusts were established as independent legal entities managed by boards of trustees to provide equal benefit for all staff members during their employment benefits and to benefit local communities in which Optimum Collieries and its subsidiaries operate.

Currently, around 70% of Optimum Coal is collectively owned by the BEE shareholders. After listing, over 60% of the company‟s issued share capital will be held by the BEE shareholders. Optimum Coal is committed to being an industry benchmark in terms of successful BEE implementation.

This document and the information contained herein are not for distribution in or into the United States of America. This document does not constitute an offer to sell, or a solicitation of an offer to purchase, any securities in the United States. The securities of Optimum Coal Holdings Limited have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”), and may not be offered or sold within the United States absent registration or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. The offer for the subscription of new shares in Optimum Coal Holdings Limited and the offer for sale of existing shares by certain shareholders will not be an "offer to the public" for purposes of the South African Companies Act, 1973, and accordingly no prospectus will be registered in terms of the Companies Act, 1973. In any EEA Member State that has implemented Directive 2003/71/EC (together with any applicable implementing measures in any member State, the “Prospectus Directive”), this communication is only addressed to and is only directed at qualified investors in that Member State within the meaning of the Prospectus Directive. This communication is only being distributed to and is only directed at (i) persons who are outside the United Kingdom or (ii) to investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”) or (iii) high net worth entities, and other persons to whom it may lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as “relevant persons”). The securities are only available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such securities will be engaged in only with, relevant persons. Any person who is not a relevant person should not act or rely on this document or any of its contents.

For Further Enquiries please contact:
Optimum Coal Holdings
Tel: +27-11-325-0403
Mike Teke - CEO

Kobus Breytenbach - IRO
Cell: +27-82-376-3112

Rand Merchant Bank:
Morgan Stanley
Gergely Voros
Tel: +44-20-7677-3169
Richard Allan
Tel: +44-20-7425-7871

JP Morgan
Eric von Glehn
Tel: +27-11-507-0300
Jako van der Walt Tel:
+27-11-507-0300

College Hill Tel: +27-11-447-3030
Nick Williams Cell: +27-82-600-2192
Jacques de Bie Cell: +27-82-691-5384

• Notes to Editors: Optimum Coal‟s vision is to become the benchmark South African-owned and controlled coal mining and exploration group.
• The company is well-positioned to take advantage of current and future opportunities by continuing to focus on coal and to maximise its exposure to the export coal market. A listing could assist the company to expand its business both organically and by opportunistically pursuing acquisitions in the coal sector.
• Optimum Coal has a strong development pipeline and an advanced mine life extension programme. Additionally, the Company has established long-term supply contracts with Eskom and BHP Billiton Energy Coal South Africa (“BECSA”) and is committed to supplying the domestic power generation market while maximizing its exposure to export markets.
• In November 2009, the Company entered into a transaction upon completion of which it will acquire a further 43.7% of the issued share capital of Koornfontein Holdings, in addition to 38.3% of the issued share capital of Koornfontein Holdings that it currently owns (the “2009 Koornfontein Acquisition”). On the closing of the transaction in accordance with its terms, the Company will be the holder of 82.0% of the issued share capital of Koornfontein Holdings. The Company‟s effective interest in Koornfontein Mines will increase from 19.1% to a controlling effective interest of 41.0%. The agreement was subject to customary closing conditions, including the consent of the Competition Commission. Competition Commission approval was granted on 10 March 2010. The purchase price will be R310 million.
• On 12 February 2010 the Company entered into a transaction with Sentula Mining Limited (“Sentula”) in respect of the purchase by the Company of 49,998 ordinary shares in the issued share capital of Siyanda Coal (Proprietary) Limited (“Koornfontein”) constituting 49.998% of the entire issued share capital of Koornfontein and all of the claims of Sentula against Koornfontein, for a purchase consideration of R670 million (the “2010 Koornfontein Acquisition”). The agreement between the Company and Sentula is subject to customary closing conditions. Assuming the completion of the 2009 Koornfontein Acquisition and the 2010 Koornfontein Acquisition, the Issuer‟s effective interest in Koornfontein Mines will increase from 19.1% to 91.0%.
• Koornfontein Mines has been operating since 1948, with various nearby coal deposits being mined over the past 62 years. These mines merged into Koornfontein Mines in 1987 and in 1988, the project to expand the mine into the Gloria block commenced and the shaft was commissioned in 1991. Koornfontein Mines was owned by BECSA prior to its 2007 sale to a BEE consortium.
• Optimum Collieries is a large opencast and underground mining complex comprised of four coal production areas with a reserve base in excess of 270m tons of run-of-mine coal as at 30 June 2009, of which 191m tons are classified as saleable. Optimum Coal‟s export sales are made primarily into the European markets pursuant to a long-term supply agreement with BHP Billiton Energy Coal South Africa (“BECSA”) through the Richard‟s Bay Coal Terminal (RBCT),
• Optimum Coal supplies Eskom which contributes significantly to the local electricity grid. Optimum Coal benefits from relatively greater power supply security than export-only companies.
• Optimum Coal has strong pipeline of development projects at various stages of implementation. Additionally, exploration work continues on various "greenfield" projects to improve resource confidence with a view to prioritising Optimum Coal‟s growth and development pipeline.

Water Treatment Plant

• Optimum Coal is developing a state-of-the-art water treatment plant that is due to be fully operational in the first half of 2010.

Results for the year ended 30 June 2009
Optimum Coal generated:

• Revenues of R3,964.7 million, and
• EBITDA of R1,439.9 million.

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Management Team Mike

• Teke, Chief Executive - Previously with Impala Platinum Holdings, has held various directorships in listed companies including BHP Billiton and Zimplats.
• Henry White, Operations Director - Previously director at BECSA, RBCT and various other associated companies. He is a professional Certificated Engineer
• Doug Gain, Financial Director - formerly finance director of Calibrated Diamonds and a member of Warrior Coal‟s resource finance team. He is qualified chartered accountant.
• Kobus Breytenbach, Investor Relations Officer - Previously with Impala Platinum Ltd, PricewaterhouseCoopers, HSBC plc and Standard Bank. He is a Chartered Accountant (SA) and holds an MSc (Chemical Engineering).

The Board – (Director‟s biographies are available from the company website and prospectus.)
Dr Sivi Gounden – (Non-executive Chairman)

Non-Executives
Tom Borman
Peter Gain
Eliphus Monkoe
Dr Mlungisi Kwini

Independent Non-Executives

Bobby Godsell - (Deputy Chairman)
Nomavuso Mnxasana
Loutjie Smit
Lulu Letlape
Deon Dhlomo

BEE Shareholders and Entities

• Micsan Investments is wholly owned by Mike Teke, an HDSA executive director and the CEO of Optimum Coal
• Monkoe Coal Investments is wholly-owned by Eliphus Monkoe, an HDSA non-executive director who was the former Chief Operating Officer of BHP Billiton Energy Coal South Africa Ltd (“BECSA”)
• Mobu Resources is an empowerment investment company whose principals include several HDSA shareholders with backgrounds in finance, engineering and mining K
• Kwini Mining Investments is majority held by Dr. Mlu Kwini and Miranda Kwini, both of whom are HDSA. Dr. Kwini is a non-executive director of Optimum Coal. The balance of the shareholding is owned by Mercuria Energy Asset Management BV. Dr. Mlungisi Kwini is a non-executive director of Optimum Coal
• Warrior Coal is controlled by Holgoun Exploration & Mining (Pty) Ltd, of which Dr. Sivi Gounden is the Chairman. Other shareholders include Peter Gain and Tom Borman who are non-executive directors. Warrior‟s other assets include interests in coal exploration and development projects across South Africa

BEE Credentials

• Pre-listing, the company is around 70% BEE. After listing, the BEE shareholding will be around 61%. BEE shareholding will remain above 50% + 1 share until May 2014

• As a majority black-owned South African company, Optimum Coal is committed to being an industry benchmark in terms of successful BEE implementation.

NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OF AMERICA, CANADA, JAPAN OR AUSTRALIA

Strategic Shareholders

• AMCIC Warrior Mauritius Limited, a subsidiary of AMCI Capital. AMCI Capital is a joint venture between First Reserve Corporation, the world‟s largest energy-focused private equity fund, and American Metals & Coal International (AMCI), one of the largest privately owned international coal companies. It provided seed capital for the acquisition of Optimum Collieries from BECSA.
• More recently, during February and March 2010, the Mercuria Energy Group subscribed directly and indirectly for a total of 24.4 million shares at an average price of R35, for a total of R852.5 million.
• More recently (February 2010) Mercuria Energy acquired equity in optimum through the Kwini Family Trust.

Indicative Listing Timetable
The following table provides the expected dates of certain important steps related to the Offer.

Opening date of the Offer
09:00 Thursday, 11 March 2010

Publication of the prospectus
Thursday, 11 March 2010

Last date for indication of interest for the purpose of the bookbuild
14:00 Tuesday, 23 March 2010

Expected closing date
17:00 Tuesday, 23 March 2010

Offer price released on SENS
Wednesday, 24 March 2010

Offer price published in the press
Thursday, 25 March 2010

Settlement and proposed Listing Date on the JSE
Monday, 29 March 2010