Insimbi Industrial Holdings Limited (JSE:ISB) agreed to acquire Treppo Group Proprietary Limited from Texiflash Proprietary Limited for approximately ZAR 120 million on June 20, 2019. As per terms, the consideration will be payable in cash up to ZAR 102.5 million in tranches, which consists of ZAR 74 million payable on closing, ZAR 20 million of vendor financing and ZAR 8.5 million upon completion of certain financial performance of Treppo Group Proprietary Limited. Insimbi Industrial Holdings Limited will also issue 11.5 million shares as consideration. It is agreed that Treppo Group Proprietary Limited (“Treppo”) will, on the closing report tangible net asset value (“TNAV”) of at least ZAR 90 million, should the TNAV of the business be less than the warranted amount, the acquisition price will be adjusted. Pursuant to completion, Treppo will become a wholly owned subsidiary of Insimbi Industrial Holdings Limited. The transaction will become effective once all the suspensive conditions to the transaction agreement have been met. It is expected that a ruling by the Competition Commission may be required as a final condition to be met. Key suspensive conditions include, amongst others, the finalization of the relevant transaction agreements, funding arrangements, employment agreements with key executives, appropriate immovable property rental agreements, as well as the necessary regulatory approvals as may be required (e.g. Competition Commission). An additional suspensive condition to the finalization of the proposed transaction is that no material adverse change would have occurred regarding the business of Treppo as at the closing. As of October 15, 2019, the transaction has been approved unconditionally by Competition Commission. The transaction is expected to close on or about September 1, 2019. As of September 2, 2019, the transaction is expected to close by October 1, 2019 (after the approval of Competition Commission). As of October 15, 2019, the transaction is expected to close by the end of October 2019. Falcon and Hume Inc. acted as legal advisor to Insimbi Industrial Holdings Limited. Insimbi Industrial Holdings Limited (JSE:ISB) completed the acquisition of Treppo Group Proprietary Limited from Texiflash Proprietary Limited on November 28, 2019.