LABAT AFRICA LIMITED - Acquisition Of 51% Of Ahnamu Investments Proprietary Limited (Ahnamu) And Cautionary Removal

Acquisition Of 51% Of Ahnamu Investments Proprietary Limited (“Ahnamu)” And Cautionary Removal

LABAT AFRICA LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1986/001616/06)
("Labat Africa" or "the Company")
ISIN Code: ZAE000018354 Share Code: LAB
FSE Code: LEI 9845000R73DF5EE41J88


ACQUISITION OF 51% OF AHNAMU INVESTMENTS PROPRIETARY LIMITED
("AHNAMU)" AND CAUTIONARY REMOVAL




Shareholders of Labat ("Shareholders") are referred to the cautionary announcement
release on SENS 27 January 2025 where shareholders were advised that Labat had entered
into discussions, which, if concluded successfully, may have a material effect on the price
of the Company's securities. Shareholders are advised that the negotiations have been
concluded.

BACKGROUND AND TERMS

In terms of the Memorandum of Agreement, Labat Africa will acquire 51% interest in
Ahnamu from the current Beneficial Shareholder of Ahnamu, Mr Christopher Mark, a
nonrelated party to Labat, for a purchase consideration of R25 million. The purchase
consideration will be settled as outlined below.

Labat will issue 200 million ordinary Labat Africa shares at an issue price of R0.10 (Ten
Cents) per share which represents a premium of 25% compared to trading share price of
0.08 (Eight Cents) cents per share on 26 February 2025.

Labat will pay an additional R 5 million in cash for the acquisition of Ahnamu totalling R 25
million ZAR


RATIONALE

The acquisition represents a significant step for Labat Technology, which has been actively
seeking opportunities to diversify and strengthen its portfolio. This acquisition will be
complementary to the recent acquisition of Classic International by Labat.


This transaction offers Labat several key advantages:

• A significant stronghold and long-standing client base in the IITC Market: Ahnamu's
expertise provides Labat with a direct pathway into the lucrative IT hardware sector
• Ahnamu's expertise provides Labat with a direct pathway into the lucrative IT hardware
sector
• Ahnamu's profitable track record enables rapid expansion, ensuring long term sustainable
growth for Labat's technology business.
• Ahnamu's footprint in Africa allows Labat to expand into previously uncharted territories
which provides Labat with valuable USD forex revenue.
• Labat and more so its recent software distributor Classic international will further have the
opportunity to complete the value chain of both software and hardware complimentary
customer base for absolute vertical integration.

DESCRIPTION OF AHNAMU:

Ahnamu is an award-winning ICT importer and distributor of cutting edge External and
Internal Computer hardware solutions across the SADC region. Ahnamu provides turnkey
business operation solutions for start-ups and entrepreneurs alike. Delivering tailored and
comprehensive hardware solutions that align with the requirements of their clients across
various sectors.


-MOI Disclosure: Post this Transaction Ahnamu will be a 51% owned subsidiary of Labat.
In compliance with schedule 10.21 of the JSE Listings Requirements, the Company confirms
that there are no provisions in the MOI of Ahnamu that would frustrate the Company from
compliance with its obligations in terms of the Listings Requirements, nor any provision that
will relieve the Company from compliance with the Listings Requirements.


SUSPENSIVE CONDITIONS OF THE ACQUISITION

The Ahnamu Acquisition is subject to the following suspensive conditions:

1. Total payment of R5 million on or about 28 February 2025

The effective date of this transaction shall be the date on which this Suspensive
Condition has been met, being 28 February 2025.


FINANCIAL

As per the AFS for the period ended 31 December 2024, Ahnamu profit before taxation
amounted to R78.8 million and the net asset value with a Net Asset Value as R64.0 million.



CLASSIFICATION OF THE TRANSACTION

The acquisition of the Ahnamu shares is a Category 2 transaction and Ahnamu is not a
related party to Labat Africa as defined in the JSE Listings Requirements. Accordingly, a
fairness opinion and shareholder approval will not be required.



WITHDRAWAL OF CAUTIONARY ANNOUNCEMENT

Shareholders are referred to the cautionary announcement published on SENS on 27
January 2025 and are advised that negotiations have been successfully concluded,
following the publication of this announcement, Shareholders are no longer required to
exercise caution when dealing in Labat shares.



JOHANNESBURG
04 March 2025

Sponsor:
Vunani Sponsors

Date: 04-03-2025 01:22:00
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