A2 Investment Partners (Pty) Ltd made an offer to acquire remaining 62.45% stake in Novus Holdings Limited (JSE:NVS) from a group of shareholders for approximately ZAR 470 million on October 1, 2021. This is a mandatory Offer, which has been as Offeror holds and/or controls the voting rights in respect of Novus Shares exceeding of 35% of the Issued Share Capital. Under the Offer, Offeror will acquire remaining shares of Novus Holdings at a price of ZAR 2.35 per share in cash. Transaction is subject to obtaining all regulatory approvals, consents or waivers from those regulatory authorities as may be required to implement the mandatory offer, including, the Takeover Regulation Panel having issued a compliance certificate in respect of the mandatory offer in terms of section 119(4)(b) of the Companies Act; and the competition authorities granting the approval for the Offeror to acquire control of Novus pursuant to the implementation of the Offer or otherwise, either unconditionally or with conditions acceptable to the Offeror. As required in terms of the Companies Act and the Takeover Regulations, Novus has constituted an independent board, comprising of Phumla Mnganga, Abduraghman Mayman, and Lulama Mtanga (the "Independent Board"). No Novus Shareholder has given any undertaking in respect of accepting or rejecting the Offer. The offer open on November 29, 2021 and closes on February 11, 2022. The Independent Board, taking into account the Independent Expert Report, has considered the terms and conditions of the Offer and the Offer Consideration and the members of the Independent Board are unanimously of the opinion, in agreement with the Independent Expert, that the terms and conditions thereof are unfair but reasonable in the circumstances to Novus Minority Shareholders. The board does not recommend that Novus Shareholders accept the Offer. On November 26, 2021 the Competition Authorities, approved, with conditions, the Offeror acquiring control of Novus pursuant to the implementation of the Mandatory Offer or otherwise, earlier than anticipated. The Conditions are acceptable to the Offeror and Novus and The Takeover Regulation Panel have confirmed that they will issue a compliance certificate in respect of the Mandatory Offer on December 29, 2021, accordingly the offer will become unconditional on December 29, 2021, resulting in revised dates and times of the Mandatory Offer timetable. The offer will now close on January 21, 2022. As at December 31, 2021, 42,390,376 Novus shares have been tendered to the Offeror in terms of the Mandatory Offer. As a result, the Offeror and its associates have increased their shareholding in Novus from 37.55% to 50.82%. The Independent Board has appointed BDO Corporate Finance Proprietary Limited as the independent expert, as required in terms of Regulation 110 of the Takeover Regulations, to provide the Independent Board with external advice regarding the Offer and to make appropriate recommendations to the Independent Board for the benefit of Novus Shareholders. Van der Spuy and Partners Incorporated acted as legal advisor to Novus Holdings Limited. Edward Nathan Sonnenbergs Inc. acted as legal advisor to A2 Investment Partners (Pty) Ltd.

A2 Investment Partners (Pty) Ltd made an offer to acquire additional 15.03% stake in Novus Holdings Limited (JSE:NVS) from a group of shareholders for approximately ZAR 110 million on January 21,2022.