SCHOOLBLAZER LIMITED — Merger & Acquisition 2003

Feb 2, 2003

Date

Deacons

NO.001 P001/005

Level 24 385 Bourke Street Melbourne VIC 3000 Australia GPO Box 4592 Melbourne VIC 3001 DX 445 Melbourne Tel + 61 (0)3 8686 6000 Fax + 61 (0)3 8686 6505 www.deacons.com.au

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To Companies Announcements Platform Australian Stock Exchange Limited

3 February 2003

Facsimile 1300 300 021

Facsimile

(03) 8686 6505

From Robert Sultan

acsimile

Our Ref 514757/00048 Subject TAKEOVER BID BY HGL LIMITED FOR LEMARNE CORPORATION LIMITED - FIRST SUPPLEMENTARY TARGET'S STATEMENT Pages 4 (including this page)

Dear Sirs

We act for Lemarne Corporation Limited.

We attach the first supplementary target's statement dated 3 February 2003 sent this day to HGL Limited and lodged with ASIC.

Yours faithfully

Dearors

Robert Sultan Partner Deacons Direct Line: 8686 6571 Email: robert.sultan@deacons.com.au

The Information contained in this fax is confidential and may be subject to legal professional privilege. It is intended solely for the addressee. If you receive this fax bymistake: 1. Please call us and let us know. 2. Return the fax to us by poe! - we willpay for any postage. 3. You must not disclos authorise you to do so.

LEB/783501_1

LEMARNE CORPORATION LIMITED ACN 004 834 584

First Supplementary Target's Statement

This document is a supplementary target's statement. It is the first supplementary target's statement issued by Lemarne Corporation Limited ACN 004 834 584 ("Lemarne") in relation to the off-market takeover bid by HGL Limited ACN 009 657 961 ("HGL") ("First Supplementary Target's Statement"). This First Supplementary Target's Statement supplements, and should be read together with, the target's statement of Lemarne dated 5 December 2002.

Attached is a copy of a letter dated 31 January, 2003 from the Chairman of Lemarne to its shareholders and an announcement dated 29 January, 2003 to Australian Stock Exchange by Lemvest Limited, a subsidiary of Lemarne.

A copy of this First Supplementary Target's Statement has been lodged with the Australian Securities & Investments Commission ("ASIC"). Neither ASIC nor any of its officers takes any responsibility for the contents of this First Supplementary Target's Statement.

Signed on behalf of Lemarne following a resolution of the directors of Lemarne.

SL Mason Director Lemarne Corporation Limited

Dated: 3 February 2003

LEMARNE CORPORATION LIMITED

ABN 72 004 834 584

31 January 2003 SLM/ms

Dear Shareholder,

The purpose of this letter is to update you on the half year results of Lemarne and the proposed sale of Richardson Pacific by our subsidiary, Lemvest Limited.

PRELIMINARY HALF YEAR RESULTS

The draft results for the six months' ended 31 December 2002 prior to audit review and finalization of our consolidated accounts, indicate an operating profit before tax and outside equity interests (OEIs) of approximately $4.4 million and an operating profit after tax and OEIs of approximately $2.0 million, which results in an EPS of 12 cents for the half year. These results are after expensing the HGL Takeover defence costs.

This is a significant turnaround from last year.

The Group's main operating entities, Pacific Composites, Richardson Pacific, Lemtronics and C10 Communications, all recorded profits and improved results on the previous corresponding period.

A more detailed update on the half year will accompany the ASX Half Yearly Report which is anticipated to be released to the market on 21 February 2003.

DIVIDEND

As previously announced Lemarne will pay an interim fully franked dividend of 7.5 cents per share on 28 March 2003 to those shareholders on the register at the close of business on 21 March 2003. This is a 50% increase on last year's interim dividend.

LEMVEST'S PROPOSED SALE OF RICHARDSON PACIFIC LIMITED

Negotiations relating to the sale of Richardson Pacific are well advanced and are continuing. The period for exclusive negotiations between Locker and Lemvest relating to that sale has recently been extended to 31 March, 2003. Locker's due diligence of Richardson Pacific is largely completed and Locker has not given any indication that the due diligence has in any way been unsatisfactory.

The major impediment to a successful conclusion to the negotiations with Locker has been the attitude of ACCC. As Locker and Richardson Pacific are the 2 largest domestic manufacturers of perforated metal, the ACCC has expressed concerns about the proposed merger. These concerns are being addressed by Lemvest and Locker and their advisers with a view to persuading the ACCC that its concerns are unfounded. Further information is being gathered by the parties to support their submission to the ACCC.

Apart from the ACCC, Lemvest does not believe that any other regulatory approvals will be required for the sale to proceed.

If the sale proceeds, Lemvest should, based on the preliminary results, be entitled to the additional $4 million purchase price which was dependent upon the performance of ScreenexAustralia for the half year ended 31 December, 2002. There have been no changes to the financial arrangements relating to the sale of Richardson Pacific outlined in our ASX announcement of 29 October, 2002.

E.B. NOXON Chairman

Encl. (Lemvest Announcement dated 29 January 2003)

÷,

EMVES LIMITED

A.C.N. 006 697 703

Level 1, 492 St. Kilda Road McIbourne, Victoria, 3004, Australia Telephone: +61 3 9820 2030 Facsimile: +61 3 9820 2038

÷

LEMVEST AGREES TO EXTEND EXCLUSIVE NEGOTIATION PERIOD WITH LOCKER GROUP PTY. LTD. REGARDING PROPOSED SALE OF RICHARDSON PACIFIC LIMITED

On 29 October 2002 Lemvest announced that it had signed a Heads of Agreement with Locker Group Pty. Ltd. under which it agreed to negotiate exclusively with Locker for a period of 3 months with the intention of Locker acquiring the entire issued share capital of Richardson Pacific Limited.

At the time of our earlier announcement, it was anticipated that, subject to the Locker due diligence being satisfactory and the requisite approvals outlined in that announcement were forthcoming, completion of the Richardson Pacific sale would occur in January, 2003.

Although Locker has largely completed its due diligence and the negotiations with Locker over the formal sale documentation are at an advanced stage, the parties' dealings with the regulatory authorities are yet to reach a satisfactory conclusion. Consequently, to allow sufficient time to complete those negotiations and satisfy the other conditions outlined in our earlier announcement dated 29 October, 2002, Locker and Lemvest have agreed to extend the exclusivity period to 31 March, 2003. In all other respects, the Heads of Agreement remain unchanged.

STEPHEN L. MASON Company Secretary

29 January 2003