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UCS/BCX - UCS Group Limited/Business Connexion Group Limited - Joint cautionary announcement UCS GROUP LIMITED (Incorporated in the Republic of South Africa) (Registration number 1993/002253/06) Share code: UCS ISIN: ZAE000016150 ("UCS") BUSINESS CONNEXION GROUP LIMITED (Incorporated in the Republic of South Africa) (Registration number 1988/005282/06) Ordinary share code: BCX ISIN: ZAE000054631 "A" share code: BCA ISIN ZAE 000156154 ("BCX") (collectively "the Companies") JOINT CAUTIONARY ANNOUNCEMENT UCS shareholders and BCX shareholders ("Shareholders") are referred to the announcements published by the Companies on the Securities Exchange News Service and the circulars to UCS and BCX shareholders respectively, dated 9 March 2011, regarding the conclusion of an agreement between UCS and BCX ("the Agreement"). In terms of the Agreement, UCS disposed of its shares in and claims against certain of its subsidiaries ("the Target Entities") to BCX and will subsequently unbundle the consideration shares received from BCX to UCS shareholders ("the Transaction"). The Transaction was effective 11 May 2011. Shareholders are advised that the Companies are currently in discussions with a third party who has expressed an interest in acquiring one of the Target Entities. Should a sale of one of the Target Entities, as contemplated in the Agreement ("the Potential Sale") and disclosed in both the Companies` circulars dated 9 March 2011, be implemented at any time during the period commencing on the effective date of the Transaction and ending 12 months thereafter, UCS shall be entitled to share in the upside, if any, derived from the Potential Sale. Accordingly, Shareholders are advised to exercise caution when dealing in their respective BCX and UCS securities until a further announcement regarding the Potential Sale is made. Johannesburg 12 May 2011 Corporate advisor and sponsor to UCS One Capital Attorneys to UCS Glyn Marais Inc. Merchant bank and sponsor to BCX RAND MERCHANT BANK (A division of FirstRand Bank Limited) Date: 12/05/2011 17:30:01 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.
