Shareholders are referred to the cautionary announcements issued on 22 July 2008 and 3 September 2008. 1time has entered into an agreement ("the agreement") with Aergo SA Three Ltd ("Aergo"), a wholly owned subsidiary of Irish based Aergo Capital Ltd, in respect of the acquisition of a 77.5% interest in Aergo's wholly owned subsidiary Safair Technical (Pty) Ltd ("Safair Technical") ("the acquisition"). The remaining 22.5% will be retained by Aergo. In terms of the Listings Requirements of the JSE Ltd ("JSE") the acquisition is classified as a category one transaction based on the maximum possible total purchase consideration payable. 

Description of the business of Safair Technical
Safair Technical hold FAA, EASA, IOSA and CAA approvals in respect of the following aircraft types: 
*Boeing 737-200 / 300 / 400 / 500; 
*Lockheed Hercules L382 (L100-30); 
*McDonnel Douglas 80 series aircraft; and 
*Boeing 727. 
Safair Technical owns all the necessary infrastructure, tooling and workshop equipment for the repair and maintenance of these aircraft types and has access to aircraft spares and logistical support. The current major customers of Safair Technical include Safair Operations, Imperial Air Cargo, SonAir, SAA Cargo and Interlink. Heavy maintenance, line maintenance and maintenance support services are offered. 

Salient terms
1time will purchase from Aergo 77.5% of the issued shares of Safair Technical, which has a warranted net asset value of at least R50 million. The purchase price will be USD7.15 million to be settled as follows: 
*USD5.0 million will be paid on the effective date; and 
*USD 2.15 million will be paid 12 months after the effective date. 
Should the merged entity achieve an audited profit after tax of R50 million for the financial year ending 31 December 2011, the purchaser will pay the seller an additional USD1.0 million. The acquisition shall be subject to certain warranties from Aergo that are customary in transactions of this nature. The business of 1time`s subsidiary Aeronexus Technical will be merged with that of Safair Technical as soon as practically possible, but no later than six months after the signature date of the agreement. Aergo's remaining 22.5% shareholding in Safair Technical will then be converted into 22.5% shares in the merged entity. 

The acquisition will be effective from the first day of the calendar month that follows the date on which all the conditions precedent have been met, with completion expected by the end of the year. The merged business will maintain 16 aircraft of Safair Operations and 12 aircraft of the 1time fleet as well as various other third party aircraft worldwide. Aergo plans to significantly expand the business of Safair Operations resulting in increased fleet maintenance requirements. In addition Aergo has given certain undertakings in respect of the maintenance of its global fleet at the facilities of Safair Technical for three years after the effective date. 

Conditions precedent
The acquisition will be conditional upon inter alia the following: 
*Conclusion of the agreement between Imperial and Aergo relating to the acquisition of the business of Safair Operations and Safair Technical from Imperial; 
*Approval of the acquisition by the Competition Commission; 
*A Shareholders' Agreement in respect of Safair Technical being entered into between 1time and Aergo; 
*1time securing funding for the purchase price; 
*The conclusion of a maintenance service agreement between Safair Technical and Safair Operations in respect of the Safair Operations fleet of aircraft; 
*Transfer of all relevant legal agreements and regulatory approvals from Safair (Pty) Ltd to Safair Technical (Pty) Ltd and certain corporate and shareholders approvals as required. 

Withdrawal of cautionary
Shareholders no longer have to exercise caution when dealing in their securities. 

Documentation
Further details of the acquisition will be included in a circular to ordinary shareholders of 1time, which will, subject to the approval of the JSE, and will be dispatched to 1time ordinary shareholders in due course.