SAI Global Limited : SAI Global to Acquire Compliance 360 - ASX Announcement

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SAI Global Limited

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MEDIA & ASX ANNOUNCEMENT 12 January 2012 SAI STRENGTHENS ITS SUITE OF COMPLIANCE SOLUTIONS THROUGH THE ACQUISITION OF COMPLIANCE 360

Sydney, 12 January 2012 - SAI Global Limited (ASX:SAI) today announced that it has entered into a Share Purchase Agreement to acquire 100% of Compliance 360, a recognised leader in the provision of SaaS-based governance, risk and compliance (GRC) services to markets in the United States.
The acquisition is scheduled to complete by the end of January following satisfaction of customary conditions precedent including obtaining third party consents where required under the change in ownership.
Commenting on the acquisition, the Chief Executive Officer of SAI Global Limited, Mr Tony Scotton, said "a cornerstone of the strategy for our Compliance Services business is to build market leading positions across key product areas. In 2010 we achieved a leadership position in the ethics training and awareness space through the acquisition of Integrity Interactive. The acquisition of Compliance 360 is a significant step in achieving similar status in the GRC space." He added "the team at Compliance 360, which will be staying with the company, has built an excellent business that has experienced strong growth over the past few years".
This acquisition provides the following key benefits for SAI Global:

• a global SaaS-based GRC platform

• a business model based on high recurring revenue and low relative support costs

• a platform that is extensible, scalable, flexible in how it can be configured and deployed and easily upgradable

• a platform that can integrate content from third parties and deliver this content to

end users in a contextually relevant manner

• a platform with highly credible ratings and standings amongst the major GRC

consulting organizations such as Forrester Research

• Key reference accounts, particularly in the United States

Consideration for the acquisition, payable upon completion, is USD42.3M plus an adjustment for working capital. The consideration will be funded from a combination of existing cash reserves and new borrowings. The transaction is expected to be EPS accretive and is expected to add USD17.9M in revenue and USD5.5M in EBITDA in FY13.
About SAI Global (www.saiglobal.com)
SAI Global facilitates good governance and awareness of compliance, ethics and policy issues and provides training and improvement solutions to help individuals and organizations succeed.
SAI Global provides organizations around the world with information services and solutions for managing risk, achieving compliance and driving business improvement.
SAI Global provides aggregated access services to standards, handbooks, legislative and property publications. SAI also audits, certifies and registers products, systems and supply chains.
About Compliance 360 (www.compliance360.com)
Based in Atlanta, Georgia USA the Company's three main solutions of Compliance Management, Risk Management, and Finance and Audit Management are components of a fully integrated enterprise GRC platform. However each can also be sold as a discreet application. All Compliance 360 applications leverage a single platform with workflow, contract and document management, project management, reporting, and search integration. The solutions include both need-to-know information and value added services that support the specific workflows of professionals in their respective businesses. The demand for these workflow systems are mainly driven by regulatory and compliance rules that require businesses to adhere to government, industry and internal governance policies.
Compliance 360 has always maintained a high level of focus on the quality of their service to their customers, achieving the highest customer satisfaction rating of all GRC providers in the recently released and highly followed "Forrester Wave™: Enterprise Governance, Risk and Compliance Platforms, Q4 2011," published by Forrester Research, Inc.

Investor and Media Inquiries

Geoff Richardson - Chief Financial Officer, SAI Global Limited

[phone] or 0429 314 698 [e-mail]

Disclaimer: This release may contain forward-looking statements that are not historical facts. Such statements may include financial projections and estimates and their underlying assumptions, statements regarding plans, objectives and expectations with respect to future operations, products, and services, and statements regarding future performance. Forward-looking statements are generally identified by the words "expect," "anticipate," "believe," "intend," "estimate," "plan" and similar expressions. Although SAI Global and its management believe that the expectations reflected in such forward-looking statements are reasonable, investors are cautioned that forward-looking information and statements are subject to various risks and uncertainties - many of which are difficult to predict and generally beyond the control of SAI Global - that could cause actual results and developments to differ materially from those expressed in, or implied or projected by, the forward-looking information and statements.