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enX GROUP LIMITED - Acquisition of Letting Enterprise

Release Date: 19/12/2024 15:47
Code(s): ENX     PDF:  
Wrap Text
Acquisition of Letting Enterprise

ENX GROUP LIMITED
(Incorporated in the Republic of South Africa and listed on the General Segment of the JSE)
(Registration number: 2001/029771/06)
JSE share code: ENX           ISIN: ZAE000222253
("enX" or "the Company")

ACQUISITION OF LETTING ENTERPRISE

Shareholders are advised that enX Ventures PL Proprietary Limited (the "Purchaser"), a
wholly owned subsidiary of enX Group Limited (the "Company"), entered into a Sale of Letting
Enterprise Agreement (the "Transaction") with 30-38 Jacoba Alberton North Proprietary
Limited (the "Seller"), the beneficial owner being Inhlanhla Ventures Proprietary Limited which
is unrelated to the Company, effective on the Transfer Date, meaning the date of registration
of transfer of ownership of the Property (as defined below) in the relevant deeds registry into
the name of the Purchaser (the "Closing Date").

The Transaction pertains to the purchase of a letting enterprise as a going concern ("Letting
Enterprise"). The Letting Enterprise includes the immovable property and all structures
erected on the property situated at 30-38 Jacoba Street, Alberton (the "Property" or the
"Premises").

The Company occupies the Property, which is currently being leased under arrangements
made in 2022 between the Seller and the Company ("2022 Arrangement") which replaced
and superseded a disputed lease agreement between the Seller and the Company ("Disputed
Agreement"). The Seller and the Company shall conclude a new lease agreement ("New
Lease Agreement") at the same time that the Transaction is concluded, for the period from
the signature date of the New Lease Agreement up to the Closing Date of the Sale of Letting
Enterprise Transaction, which shall replace and supersede the 2022 Arrangement.

The purchase of the Letting Enterprise includes the Property and all of the Seller's right, title
and interest in and to the Disputed Agreement, the 2022 Arrangement and the New Lease
Agreement, as well as revenues relating to the Property but excludes all liabilities, debts and
obligations of the Seller in respect of the Letting Enterprise prior to the Closing Date; as well
as the rights, liabilities and obligations of the Seller in respect of certain litigation between the
Seller and the Company and between certain other parties relating to the Disputed Agreement.

The purchase transaction value is for an amount of R95 million ("Transaction Value") and is
deemed to be a category 2 transaction for enX in terms of the Listing Requirements of the
JSE. The Transaction Value is to be paid in cash, however, the Company intends to finance
the Transaction after it is implemented.

The suspensive conditions to the Transaction are the approvals of both the Seller and the
Purchaser's boards and shareholders of the conclusion and implementation of the sale of
letting enterprise agreement and the Transaction, and approval from and compliance by the
Seller and its shareholders that should satisfy the relevant provisions of the Companies Act
No 71 of 2008 should the Transaction result in the Seller disposing of the whole or a greater
part of its assets. The Transaction is also subject to compliance with any statutory and
regulatory requirements by the Purchaser, the Company and the Seller before 1 March 2025,
or otherwise a date agreed upon in writing by the Seller and the Purchaser, as well as the
conclusion of the New Lease Agreement which will supersede and replace the 2022
Arrangement.

The Premises are currently being occupied as the manufacturing facility of both New Way
Power Proprietary Limited ("New Way Power") and Power O2 Proprietary Limited ("Power
O2"), which are wholly-owned subsidiaries ultimately held by enX.
The profit of the Letting Enterprise before tax and finance costs is R11.5 million, determined
with reference to IFRS for SMEs. The market value of the Property is R90.3 million based on
a desktop valuation undertaken by an independent valuer for the purposes of the Seller's
approval of the disposal of the Letting Enterprise to the Purchaser.

The rationale for the Transaction is that it is optimal for New Way Power and Power O2 to
remain in the Premises, which would obviate any relocation costs being incurred, which are
considered to be material given the significant manufacturing plant required to be relocated,
should new premises be found. The current Premises fit the manufacturing processes well,
with the alternative properties that were proposed entailing significant capital expenditure
having to be incurred and not being ideal, nor fit for purpose, nor at reasonable prices. The
Transaction provides certainty for both New Way Power and Power O2 given that the current
occupation arrangements entered into between the Seller and the Company are on a six
month notice period.


Johannesburg
19 December 2024

Sponsor
The Standard Bank of South Africa Limited

Date: 19-12-2024 03:47:00
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