Voluntary announcement regarding the restructuring of Eyeballs Mobile Advertising (Pty) Ltd and other matters HUGE GROUP LIMITED (Registration number 2006/023587/06) Share code: HUG ISIN: ZAE000102042 (“Huge” or “the Company”) VOLUNTARY ANNOUNCEMENT REGARDING THE RESTRUCTURING OF EYEBALLS MOBILE AVERTISING PROPRIETARY LIMITED, CONCLUSION OF GLOBAL ROYALTY AGREEMENT AND UPDATE ON IMPACT OF DECLINING TERMINATION RATES ON THE BUSINESS OF HUGE TELECOM PROPRIETARY LIMITED RESTRUCTURING OF EYEBALLS MOBILE ADVERTISING PROPRIETARY LIMITED Shareholders are advised that on or about 8 September 2015, Huge concluded a sale of shares and claims agreement (“the Sale Agreement”) to acquire 12 000 ordinary shares in the ordinary share capital of Eyeballs Mobile Advertising Proprietary Limited (“Eyeballs”), representing 12% of the total issued share capital of Eyeballs. The Sale Agreement was conditional, amongst other things, on Eyeballs entering into a licencing agreement (“the Licence Agreement”) with a subsidiary company of a global platform operator (“the Licensee”) of Internet, e-commerce, media and social network services (“the Licence Condition”). The Licence Condition was fulfilled and accordingly, the Agreement became unconditional. As a result, Huge has increased its shareholding in Eyeballs from 84% of the total issued share capital of Eyeballs to 96% of the total issued share capital. CONCLUSION BY EYEBALLS OF THE LICENCE AGREEMENT On or about 9 September 2015, Eyeballs concluded the Licence Agreement, which contemplates the granting by Eyeballs of an irrevocable, non-transferable and non-exclusive licence (“the Licence”) to the Licensee to: 1. adapt, modify and enhance the computer code and supporting materials that comprise the Eyeballs technology (which includes a media and advertising campaign management system and various mobile billboard applications) (“the Software”); 2. create adaptions, modifications and enhancements to the Software (“Enhancements”); 3. use the Software and Enhancements in order to develop, market and sell advertising rights in the form of mobile billboards; 4. integrate the Software into the Licensee’s hosting servers; and 5. use the Software related materials (collectively “the Licence Rights”). In consideration for the granting of the Licence and the embodying Licence Rights, the Licensee undertakes to pay Eyeballs an uncapped licence fee equal to a percentage of the global revenue and deemed global revenue generated by the Licensee from its use of the Licence and embodying Licence Rights. The Licence Agreement has become unconditional. The board of directors of Huge and of Eyeballs are of the opinion that the conclusion of the Licence Agreement possibly marks a change in the fortunes of Eyeballs. The Licensee is a subsidiary of a global company that has the balance sheet and reach to ensure the successful commercialisation of the Software, including the generation of advertising revenue. In addition, the conclusion of the Licence Agreement allows Eyeballs to demonstrate the value of the Software to other potential licensees. POSITIVE IMPACT OF DECLINING TERMINATION RATES ON THE BUSINESS OF HUGE TELECOM PROPRIETARY LIMITED In terms of the final call termination regulations published in Government Gazette number 38042 (30 September 2014): 1. the call termination rate to a mobile destination decreased by 7 cents per minute from 31 cents per minute to 24 cents per minute with effect from 1 October 2015 for operators without significant market power; 2. the call termination rate between geographic area codes (to a national destination) decreased by 5 cents per minute from 21 cents per minute to 16 cents per minute from 1 October 2015 for operators without significant market power; 3. the call termination rate within geographic area codes (to a local destination) decreased by 3 cents per minute from 18 cents per minute to 15 cents per minute from 1 October 2015 for operators without significant market power; 4. the call termination rate to a mobile destination decreased by 4 cents per minute from 20 cents per minute to 16 cents per minute with effect from 1 October 2015 for operators with significant market power; 5. the call termination rate between geographic area codes (to a national destination) decreased by 3 cents per minute from 15 cents per minute to 12 cents per minute from 1 October 2015 for operators with significant market power; and 6. the call termination rate within geographic area codes (to a local destination) decreased by 1 cent per minute from 12 cents per minute to 11 cents per minute from 1 October 2015 for operators with significant market power; (collectively “the lower termination rates”. Huge Telecom is a beneficiary of the lower termination rates, which will have an anticipated positive impact on profitability for the last four months of the financial year ending on 28 February 2016, through the lowering of cost of sales. Shareholders are advised that any forecast financial information that may be contained in this announcement has not been reviewed by the Group’s auditors. Johannesburg 12 November 2015 Designated Adviser: Stellar Advisers (Pty) Ltd Date: 12/11/2015 12:44:00 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.