SYDNEY, AUSTRALIA: Iress Limited (IRE: ASX)has entered into a binding agreement to divest its UK Mortgage Sales & Originations business to Bain Capital Tech Opportunities LP for a total cash consideration of £85m.

The sale marks a significant advancement in Iress’ transformation strategy to divest non-core assets and strengthen its balance sheet.

Iress’ Mortgages business provides mortgage sales and origination software (MSO) and associated
consulting services to banks and building societies in the UK. Iress acquired the Mortgages business over 10
years ago, during which time it has become a leading provider of mortgage origination software in the UK.

Iress Group CEO, Marcus Price, said: “MSO is recognised as the most advanced end-to-end software of its
kind and has changed mortgage lending in the UK with its scalable, customer-focused value proposition.
Our
decision last year to focus on our core strengths means now is the right time for the Mortgages business to
build on the strength of its product platform under new ownership.

“We saw strong interest in our Mortgages business through the sale process and we’re delighted that we are
announcing this transaction ahead of schedule. It is perhaps the most significant milestone achieved to date
in Iress’ transformation, which sets out our plans to simplify our structure, create a more transparent and sustainable business and find new owners for businesses which are no longer strategically aligned to Iress’
objectives.
We are delighted to have found an acquirer in Bain Capital with the expertise and capital to
appropriately invest in the growth of MSO for the benefit of its customers and employees.”

“The proceeds of the transaction will make a material difference to Iress’ net debt position, strengthening our
balance sheet and providing greater ability to double-down and invest for growth in our core businesses of
Wealth, Trading & Market Data and Superannuation.”

Bain Capital Tech Opportunities is a software-focused fund which partners and invests in technology
companies at critical growth and expansion phases.

It intends to combine the Mortgages business with another UK mortgage software provider, finova; establishing a new entity to bring best-of-breed technology to
their respective customers, driving scale and access across all tiers of the mortgage market.

Completion of the
sale is subject to the novation of the existing MSO client contracts to the new entity as well as Competition
and Markets Authority approval.

It is anticipated the transaction will be completed by the middle of the year,
with the proceeds used to retire debt. Iress will provide support services for a period of up to 12 months after
the transaction on a cost recovery basis to ensure a smooth transition.

The transaction follows the divestments of the MFA and Platform businesses, as part of Iress’ strategy of
simplifying its operations and divesting non-core businesses to retire debt.

The current effective interest rate
across Iress’ drawn borrowings is approximately 6%. It is expected that the target leverage range of 1.0-1.5x
will be achieved by the end of 2024.