BRIMSTONE INVESTMENT CORPORATION LIMITED - Voluntary announcement regarding the acquisition of Milpark Education Proprietary Limited

2017-10-13 10:25:00

BRT BRN 201710130013A
Voluntary announcement regarding the acquisition of Milpark Education Proprietary Limited

Brimstone Investment Corporation Limited
(Incorporated in the Republic of South Africa)
Registration number 1995/010442/06
Share Code: BRT ISIN: ZAE000015277
Share Code: BRN ISIN: ZAE000015285
(“Brimstone” or “the Company”)

VOLUNTARY ANNOUNCEMENT REGARDING THE ACQUISITION OF MILPARK EDUCATION
PROPRIETARY LIMITED

1. Introduction

    Shareholders are hereby advised that Brimstone and Stadio Holdings Limited (“STADIO”), acting
    through a newly incorporated private company, Milpark Investments SPV Proprietary Limited
    (“Milpark SPV”) in which Brimstone will have an effective interest of 30%, have entered into an
    agreement with Coöperative Apollo Global Netherlands U.A. (“Apollo”), Encosolve Proprietary
    Limited (“Encosolve”) and MBS Education Investments Proprietary Limited (“MBS Education”) to
    acquire 100% of the issued share capital of MBS Education, which is the investment holding
    company holding 100% of the issued shares of Milpark Education Proprietary Limited (“Milpark”)
    (“the Acquisition”).

    The purchase consideration payable for Brimstone’s 30% stake in Milpark is R96 million and will be
    settled from existing cash resources.

2. Details of Milpark

    Milpark was established in 1997, being one of the first private providers of higher management
    education in South Africa. Today, it remains a leading provider of Higher Education and Further
    Education and Training qualifications.

    Milpark is registered with the South African Department of Higher Education and Training as a
    Private Higher Education Institution (No 2007/HE07/003). Milpark currently has 18 key accredited
    higher education programmes, is accredited to offer tuition towards 15 further education and training
    (“FET”) qualifications and 18 registered learnerships. With a national footprint in South Africa,
    Milpark has two teaching campuses situated in Cape Town and Johannesburg, and a support office
    in Durban. The majority of Milpark’s programmes are offered through the distance learning mode
    of delivery. Milpark currently has approximately 17 000 students registered for its various
    programmes.

    Milpark’s flagship qualification, its Master of Business Administration degree (“MBA”), has been
    ranked number 1 amongst private providers of the MBA in South Africa by PMR.africa for three
    consecutive years, from 2015 to 2017.

    Milpark will seek to grow its business by focussing on targeting the school leaver market in both
    contact and distance learning modes of delivery, as well as scaling its new distance learning online
    offering across a wider range of programmes.

3. Rationale for the Acquisition

    Brimstone has assessed the fundamentals of the South African higher education landscape and
    believes the opportunity to invest in it to be attractive and STADIO to be the ideal partner to invest
    with. The Acquisition further entrenches the long-term strategic relationship between Brimstone and
    STADIO announced on 15 September 2017.

4. Categorisation
 
   The Acquisition falls below the categorisation thresholds of the JSE Limited Listings Requirements
   and has been disclosed on a voluntary basis.

Shareholders are also referred to the announcement released by STADIO today, setting out additional
details of the Acquisition.

13 October 2017
Cape Town

Investment Bank, Corporate Advisor and Sponsor
Nedbank Corporate and Investment Banking

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