MHMK Group Limited entered into a binding term agreement to acquire Afristrat Investment Holdings Limited (JSE:ATI), in a reverse merger transaction on May 18, 2021. The proposed transaction will be settled by the issue of 82,816,606,485 new Afristrat ordinary shares. Afristrat Investment Holdings Limited entered into a binding term agreement to acquire MHMK Group Limited from George Manyere Children Investment Trust for approximately BWP 130 million.

As of October 15, 2021, Afristrat will now issue 17,400,000,000 shares. The transaction is subject to the requisite approvals from shareholders and the regulatory authorities including the JSE Limited (“JSE”), the Takeover Regulation Panel, the Competition Commission and the Exchange Control authorities are obtained, the debt of Scipion Active Trading Fund (“SATF”) and Norsad Finance Limited (“Norsad”) are successfully restructured to the satisfaction of the GM Trust. The ability to implement the current restructuring negotiations of the facilities of SATF and Norsad is substantially linked to the successful conclusion on the Proposed Transaction, and accordingly is considered as a critical condition precedent to the Proposed Transaction and the requisite approval from shareholders to waive the requirement in terms of section 123 of the Companies Act for the GM Trust to make a mandatory offer to the remaining shareholders.

The conditions have to be fulfilled by on or before September 30, 2021. As of October 15, 2021, conditions are expected to be satisfied by December 31, 2021. The transaction is expected to be completed within the second quarter of the 2021/2022 financial year.

YW Capital acted as corporate advisor to Afristrat Investment Holdings Limited. Webber Wentzel acted as legal advisor to Afristrat Investment Holdings Limited. As of March 15, 2022, Afristrat Investment Holdings Limited (JSE:ATI) is announce that all Conditions Precedent to the Proposed Acquisition have now been fulfilled in accordance with their terms and application has been made to the Johannesburg Stock Exchange for the listing of the Consideration Shares, prior to the allotment thereof to the George Manyere Children Investment Trust.