Scandent Holdings Mauritius Ltd. entered into a Sale and Purchase Agreement with Xchanging plc

SHML & XCHANGING plc.

October 3rd 2008.

We are pleased to announce that Scandent Holdings Mauritius Ltd. today entered into a Sale and Purchase Agreement with Xchanging plc (a UK FTSE listed company), for the sale of its shareholding in Cambridge Solutions Ltd. in a part cash part stock transaction. As a consequence, Xchanging plc. the international business processing company has made an offer on October 3rd to buy a controlling 75% stake in Cambridge Solutions Ltd. This transaction is subject to the requisite shareholder and regulatory approvals.

This offer is a very positive development. Cambridge and Xchanging are complementary businesses that together create a global business processing and IT services leader. Xchanging brings its history of rapid and sustained growth, proven lean processing capability and a strong European presence. Cambridge brings its international delivery of complex IT and significant scale and capacity in the US, Australia and India.

For Cambridge employees, this potential combination offers the prospect to be part of a bigger, stronger organization, with greater opportunities for all of them and for the business.

This combination will produce a truly global company, with greater geographical coverage and a commitment to bring together the best of both, addressing a growing marketplace. The combined annual revenue of the two companies would be approximately $1.2 billion.

Standard Chartered Bank was the exclusive financial advisor to Scandent Holdings Mauritius Ltd. in this transaction.

Satyen Patel
Vice Chairman
Scandent Holdings Mauritius Ltd.