Pemba Capital granted access to undertake Due Diligence

Further to its announcements on 31 August 2017 and 8 September 2017, Smartpay Holdings Limited (NZX/ASX: SPY/SMP, "Smartpay") advises that it has granted Pemba Capital Partners Pty Limited ("Pemba") access to undertake due diligence on Smartpay. This due diligence is in connection with Pemba's indicative, non-binding and conditional proposal to acquire all of the outstanding shares in Smartpay via a scheme of arrangement for a total of NZ$0.23.5 cash per share (the "Proposal"). Smartpay will keep its shareholders and the market informed of any material update with respect to this proposed transaction. There is no certainty that the Proposal will result in a binding offer for Smartpay. Ends For further information contact: Greg Barclay (Chairman) + 64 21 306 594 End CA:00309762 For:SPY Type:GENERAL Time:2017-11-03 12:42:50