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MOR - Morvest Business Group Limited - Disposal and Further Cautionary Announcement MORVEST BUSINESS GROUP LIMITED (Previously Simeka Business Group Limited) (Incorporated in the Republic of South Africa) (Registration No. 2003/012583/06) Share code: MOR ISIN code: ZAE000152567 ("Morvest" or "the Company") - DISPOSAL OF CERTAIN INTELLECTUAL PROPERTY OF MINT MANAGEMENT TECHNOLOGIES (PROPRIETARY) LIMITED RELATED TO ITS PROPERTY VALUATION BUSINESS TO MOPUTSO INVESTMENTS No 66 (PROPRIETARY) LIMITED FURTHER CAUTIONARY ANNOUNCEMENT 1. Introduction The board of directors of Simeka is pleased to announce that Simeka, through its 50,01% owned subsidiary Mint Management Technologies (Proprietary) Limited ("Mint"), has entered into an assignment agreement with Moputso Investments No 66 (Proprietary) Limited ("Moputso")("the assignment agreement") in terms of which Mint disposes of certain intellectual property, relating only to its property valuation business, for the consideration of a 35% equity interest in Moputso. The intellectual property disposed of by Mint is not a material part of its business and was assigned in the ordinary course of Mint`s business. 2. Background and description on Mint and Moputso Mint partners with leading companies to automate complicated business processes resulting in strong business returns and improved customer satisfaction and loyalty. Mint has more than a decade of proven track record in building sustainable end-to-end solutions and its focus is on sales and field service automation. Moputso is a special purpose vehicle which was formed to acquire the businesses of Property Dot Go (Proprietary) Limited and Knowledge Factory (Proprietary) Limited. Moputso is to carry on the business of providing detailed intelligence about the South Africa population, markets and property to its clients. 3. Rationale for the transaction Mint made a strategic decision to obtain a stake in Moputso in order to drive combined operational efficiencies and especially to drive a combined data and technology strategy to current and future customers. 4. Terms of the assignment agreement 4.1 Settlement of consideration In terms of the assignment agreement, the consideration of R10 million will be discharged by Moputso by the allotment and issue of 700 ordinary shares in Moputso to Mint equating to a 35% equity stake in Moputso. 4.2 Effective date The effective date of the transaction is 1 November 2010. 4.3 Warranties Mint has given such warranties as are normal for transactions of this nature. 4.4 Conditions precedent The transaction is unconditional. 5. Categorisation of the transaction The disposal is a Category 2 transaction in terms of the JSE Limited Listings Requirements; accordingly the approval of Simeka shareholders is not required. The financial effects of the transaction are currently being determined and shall be published in due course, if material. 6. Further Cautionary announcement Shareholders are advised to continue to exercise caution when dealing in the securities of the company until the pro forma financial effects of the transaction have been announced on SENS. Johannesburg 9 March 2011 Designated Advisor: Sasfin Capital (A division of Sasfin Bank Limited) Date: 09/03/2011 14:22:01 Supplied by www.sharenet.co.za Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited (`JSE`). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.
