Voluntary Announcement Regarding The Acquisition Of The Northern Academy Independent School And Withdrawal Of Cautio Curro Holdings Limited Incorporated in the Republic of South Africa Registration number: 1998/025801/06 Share code: COH ISIN: ZAE000156253 (“Curro” or “the Company” or “the Group”) VOLUNTARY ANNOUNCEMENT REGARDING THE ACQUISITION OF THE NORTHERN ACADEMY INDEPENDENT SCHOOL AND WITHDRAWAL OF CAUTIONARY ANNOUNCEMENT 1. THE NORTHERN ACADEMY INDEPENDENT SCHOOL ACQUISITION Shareholders are hereby advised that Business Venture Investments No 1606 Proprietary Limited (which is in the process of changing its name to Campus and Property Management Company), being a 65% subsidiary of Curro and Meridian Community Academy NPC (RF) an associated non- profit company of Curro have entered into agreements to acquire the businesses of the Northern Academy Independent Primary School and the Northern Academy Independent Secondary School (“the Northern Academy Independent School”), together with the immovable property on which the Northern Academy Independent School is currently operated and the ancillary business in connection with the Northern Academy Independent School (“the Acquisition”) from various parties by way of separate transactions. The first transaction comprises the purchase of the immovable property for a purchase consideration of R73 800 000, payable in cash to the seller of the immovable property (“the immovable property seller”). The immovable property seller has undertaken to affect further improvements to the property in 2013 and once same has been completed, subject to certain conditions, a further R7 000 000 will be payable to the immovable property seller in cash. The balance of the assets acquired, including the ancillary business in connection with the Northern Academy Independent School, were purchased from each of the sellers thereof for a purchase consideration of R76 200 000, payable in cash to such sellers. Northern Academy was established in 1996 and has developed into a leading community school with 3 900 learners and 2 200 residing in the boarding facilities. The school has consistently achieved a 100% passing rate for their matriculants. Besides the positive financial effect on Curro this acquisition will contribute to the intellectual property specifically in the Community Schools market which is considered a focus area for the further expansion of Curro’s vision. The Acquisition is subject to certain conditions precedent, warranties and indemnities which are usual to a transaction of this nature. The Acquisition falls below the category 2 transaction threshold as set out in section 9 of the Listings Requirements of the JSE Limited. Accordingly, no action is required from Curro shareholders and this announcement is made for information purposes only. Pro forma financial effects The pro forma financial effects of the Acquisition is presented for illustrative purposes only and because of its nature may not give a fair reflection of the Company’s financial position nor of the effect on future earnings after the Acquisition. Set out below are the unaudited pro forma financial effects of the Acquisition, based on the unaudited interim results for the period ended 30 June 2012. The directors of Curro are responsible for the preparation of the unaudited pro forma financial information. Unaudited Unaudited Change Change before Pro Forma (%) Acquisition after Acquisition Basic and (1.9) 0.3 2.2 115.8% headline (loss) / earnings per share (cents) Basic and (2 982) 517 3 499 115.8% headline (loss) / earnings (R’000) Net asset 228.4 228.4 - - value per share (cents) Net tangible 123.0 94.0 (29.0) (23.6%) asset value per share (cents) Weighted 161.2 161.2 - - average Number of shares in issue (millions) Number of 161.2 161.2 - - shares in issue (millions) Notes and assumptions: 1. The “Unaudited before Acquisition” column has been extract from the published unaudited interim results for Curro for the six month period ended 30 June 2012. 2. The basic (loss) / earnings per share and basic (loss) / headline earnings per share figures in the “Pro Forma after Acquisition” column have been calculated on the basis that the Acquisition was effected on 1 January 2012. 3. The net asset value per share and net tangible asset value per share figures in the “Pro forma after Acquisition” column have been calculated on the basis that the Acquisition was effected on 30 June 2012. 4. The taxation rate applicable is assumed to be 28%. 2. WITHDRAWAL OF CAUTIONARY ANNOUNCEMENT Shareholders are referred to the cautionary announcement dated 13 November 2012 (“the Cautionary Announcement”) and are hereby advised that the corporate actions referred to in the Cautionary Announcement have been disclosed in this announcement. Accordingly, caution is no longer required to be exercised by shareholders when dealing in their Curro shares. Durbanville 23 November 2012 Sponsor and Corporate Adviser PSG Capital Date: 23/11/2012 10:00:00 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.