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SUL
SUL
SUL - SAB&T Ubuntu Holdings Limited - Acquisition Of Various Investments
SAB&T UBUNTU HOLDINGS LIMITED
(Formerly Abrina 4166 Limited)
Registration number: 2006/029387/06
Share code: SUL
ISIN: ZAE000088837
("SUHL" or "the company")
ACQUISITION OF VARIOUS INVESTMENTS
1. INTRODUCTION
River Group is authorised to announce that, following the cautionary
announcement dated 14 February 2007, SUHL, with effect from 1 March 2007
acquired the following investments:
- 50% of the issued share capital of El Gondor Trading 146 (Pty) Ltd,
a software development company which has the rights and
intellectual property to a number of proven applications, including
among others a debt collections solution aimed at local government,
("El Gondor acquisition");
- 55% of the issued share capital of Applebox Accounting (Pty) Ltd, a
company engaged in providing business support services to SMMEs, as
well as being accredited as a "Pastel Training Centre", the
("Applebox acquisition"); and
- 30% of the issued share capital of Equitemps (Pty) Ltd, a company
involved in the placement of semi-skilled workers in contract
positions with a view to permanent placement, thereby encouraging
semi-skilled workers to become self sufficient, ("the Equitemps
investment")
2. BACKGROUND AND RATIONALE
Following the listing of its securities on the Alternative Exchange on
30 November 2006, SUHL has been actively negotiating with businesses
which either operated in its core business activities or which
complemented the existing operations of the company. To this end the
above investments/acquisitions will contribute to the group as follows:
- The El Gondor acquisition brings with is a suite of automated tools
which enhances the value proposition offered by SUHL`s management
consulting and solutions division;
- The Applebox acquisition increases the SMME client base marginally
but also introduces further capacity and services to the
Entrepreneurial Business Services division of the company;
- The Equitemps investment introduces lower level and more generic
placement services in addition to the professional and higher level
placement services offered by the existing placement business of
the company.
These transactions will contribute to the company attaining critical
mass, thereby benefiting from economies of scale. SUHL will be actively
investigating other opportunities as they present themselves.
3. ACQUISITION AND PURCHASE CONSIDERATION
SUHL has entered into arms length agreements with the shareholders
individually of each of the shareholders of El Gondor Trading 146 (Pty)
Ltd, Applebox Accounting (Pty) Ltd and Equitemps (Pty) Ltd.
The aggregate consideration payable to the vendors upon closing and
after fulfillment of the conditions precedent referred to below amounts
to R 930 000 in cash together with 4 000 000 SUHL shares.
The shares will be issued upon El Gondor 146 Trading (Pty) Limited
achieving R 2 million profit after tax for the year ending 28 February
2008. Should this not be achieved, the number of shares to be issued
will reduce proportionally.
4. CONDITIONS PRECEDENT AND OTHER REGULATORY MATTERS
The company is currently listed on the AltX board of the JSE list and
this transaction is therefore classified as a Category 3 transaction.
5. FINANCIAL EFFECTS
As the above acquisitions are of a strategic nature, financial effects
of these transactions have not been calculated as the board is of the
opinion that, on their, own they will not a material effect on the
financial position of the Company.
Pretoria
March 5, 2007
Corporate and Designated Advisor
River Group
Date: 05/03/2007 11:45:21 Produced by the JSE SENS Department.
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