REVIEWED PROVISIONAL RESULTS

FOR THE YEAR ENDED 31 DECEMBER 2017

The Board is pleased to announce the Group’s maiden set of financial results for the year ended 31 December 2017.

OVERVIEW OF THE STADIO GROUP

STADIO is an investment holding company that focuses on the acquisition of, investment in and the growth and development of higher education institutions to assist in meeting the demand for quality and relevant higher education programmes in Southern Africa.

The Group successfully unbundled from Curro Holdings Limited (Curro) and listed on the Main Board of the JSE on 3 October 2017.

During 2017, the Group embarked on a growth plan that included the conclusion of significant acquisitions to increase the scope of its programme offerings in the higher education market.

During 2017, the Group successfully:

• raised capital of R640 million through a rights offer to shareholders;

• raised a further R200 million through a private placement to black individuals and Brimstone Investment Corporation Limited;

• concluded the acquisition of 100% of The South African School of Motion Picture Medium and Live Performance (Pty) Ltd, including the associated property companies (collectively AFDA) for a total purchase consideration of R389 million;

• concluded the acquisition of 74% of Southern Business School (Pty) Ltd (SBS), which included a 51% interest in Southern Business School of Namibia (Pty) Ltd (collectively SBS Group), for a purchase consideration of R200 million;

• concluded a purchase agreement to acquire a 70% interest in MBS Education Investments (Pty) Ltd which owns 100% of Milpark Education (Pty) Ltd (collectively Milpark);

• concluded a purchase agreement to acquire 100% of LISOF (Pty) Ltd, including the associated property companies. This acquisition became effective on 1 January 2018;

• invested approximately R272 million in the development, refurbishment and fit-out of the 3 new Embury facilities: the Embury Musgrave campus (in KwaZulu-Natal), to which the existing Durban campus will relocate; the new Embury Waterfall campus (in Midrand); and refurbishments to the new Embury Montana campus (in Pretoria). All 3 campuses opened their doors to students in 2018; and

• is in the process of concluding an agreement whereby Milpark will acquire CA Connect Professional Training Institution CPT (Pty) Ltd on largely similar terms to the original agreement with Embury (under whose auspices the business was originally intended to vest), subject to certain conditions precedent, including the conclusion of the Milpark transaction.

ACADEMIC PERFORMANCE

During the 2017 academic year, the Group saw a 26% increase in the number of graduates from 2,404 in 2016 to 3,031 graduates in 2017. The quality and relevance of the academic offerings, student support and graduate and throughput rates continue to be key focus areas for academic success across all institutions in the Group.

SUMMARISED CONSOLIDATED STATEMENT OF FINANCIAL PERFORMANCE

1 The Group’s 2016 figures have been prepared on the capital reorganisation accounting method.

2 Providing the % movements between the Reviewed 2017 and Reviewed 2016 results would not yield a true reflection of year-on-year movements because the Reviewed 2017 results include the consolidation of AFDA and the SBS Group from 24 August 2017 and 8 November 2017 respectively. Given the low starting base, this distorts the percentage movements which may cause confusion. As such no percentage movements have been disclosed.

SUMMARISED CONSOLIDATED STATEMENT OF FINANCIAL POSITION

1 The Group’s 2016 figures have been prepared on the capital reorganisation accounting method.

FINANCIAL RESULTS COMMENTARY

The 2017 Group financial results saw the consolidation of AFDA and the SBS Group from 24 August 2017 and 8 November 2017 respectively which bolstered the overall student numbers of the Group from 840 students in 2016 (Embury only) to 12,976 students for the year ended 31 December 2017. On a like-for-like basis, the underlying Group subsidiaries (i.e. Embury, AFDA and the SBS Group) grew student numbers by approximately 16% from 11,148 in 2016.

The Group EBITDA and headline loss of R7 million for the year was substantially impacted by the Group’s corporate head office costs, which included significant once-off acquisition and listing costs of approximately R9 million, as well as operational costs associated with the set-up of the new Embury campuses, which only opened for new student enrolments in 2018. On a like-for-like basis, the EBITDA of the underlying institutions excluding the abovementioned costs for the full year grew by 21% for the year ended 31 December 2017.

The core headline earnings of R3.2 million and core headline earnings per share of 0.6 cents per share are adjusted by the once-off acquisition and listing costs, as well as by amortisation costs associated with client lists (i.e. a non-cash charge arising as a result of the new acquisitions), which, in the Board’s view, give shareholders a more consistent reflection of the underlying financial performance of the Group.

The Group reported R48 million of net cash utilised in operating activities for the year ended 31 December 2017 which is mainly attributable to the once-off corporate costs mentioned above and working capital outflow of R39 million, the majority of which related to working capital timing differences arising at the acquisition of AFDA until the end of the year.

PRE-LISTING STATEMENT (PLS) FORECAST FOR 2017

Overall the Group outperformed the forecast as published in the PLS (issued 15 September 2017) with a headline loss of R7 million compared to the forecast headline loss of R10.8 million.

The most significant difference between the 2017 results and the PLS forecast results, was due to the acquisition of the SBS Group being concluded on 8 November 2017 versus 1 October 2017 as forecast. This resulted in Group Revenue and Group EBITDA being lower than originally forecast, offset by lower finance costs and increased investment income due to delayed capital payments.

DIVIDENDS

No dividend has been declared for the year under review.

PROSPECTS

The Board has considered the prospects of the Group and believes that the Group is well positioned to deliver on its organic and acquisitive growth objectives as set out in the PLS as well as to pursue the significant opportunities available in the post-school education market. The Group will continue to seek out strategic acquisitions and will continue to develop and expand its product offering as part of its journey to create a “Multiversity”.

STATEMENT AND AVAILABILITY

This short-form announcement is only a summary of the information in the full announcement and does not contain full or complete details. Any investment decisions should be based on the full announcement published on SENS. The short-form announcement is the responsibility of the Directors. A copy of the full announcement is available on the Company’s website, and can be inspected or requested at their registered office, or the office of their corporate advisor and sponsor during office hours on weekdays, at no charge.

On behalf of the Board

Prof RH Stumpf Chairperson

Dr CR van der Merwe Chief Executive Officer

9 March 2018

Stadio Holdings Limited (previously Embury Holdings (Pty) Ltd) Incorporated in the Republic of South Africa (Registration number: 2016/371398/06) JSE Share Code: SDO

ISIN: ZAE000248662 (STADIO or the Group)

STATUTORY AND ADMINISTRATION DIRECTORS: CR van der Merwe*, S Totaram*, D Singh*, PN de Waal**, RH Stumpf^, R Kisten^, KS Sithole^, A Mellet** (Alternate to PN de Waal) * Executive director; ** Non-executive director; ^ Independent non-executive director

REGISTERED OFFICE: Unit 13, San Domenico, 10 Church Street, Durbanville, 7550 COMPANY SECRETARY: Stadio Corporate Services (Pty) Ltd TRANSFER SECRETARIES: Computershare Investor Services (Pty) Ltd, Rosebank Towers, 15 Biermann Avenue, Rosebank, Johannesburg, 2196. PO Box 61051, Marshalltown, 2107 CORPORATE ADVISOR AND SPONSOR: PSG Capital (Pty) Ltd