Scancem International DA signed an agreement to acquire a 68.33% stake in Tanga Cement Public Limited Company (DAR:TCCL) from AfriSam (South Africa) (Pty) Ltd for approximately TZS 140 billion on October 26, 2021. The indicative price per share to be paid by Scancem to AfriSam is TZS 3,157 per Tanga share. The Acquisition Price is also subject to potential adjustments relating to debt, working capital and other expenses.

Post completion, Scancem to make a general offer to acquire the remaining shares in Tanga. General Offer is required to be approved by the Capital Markets and Securities Authority of Tanzania (the “CMSA”). The key Conditions that must be fulfilled for closing to occur, include among others (i) approval by the Tanzanian Fair Competition Commission (the “FCC”), (ii) approval by the Tanzanian Mining Commission, (iii) approval by the shareholders of Tanga Cement by way of special resolution passed at a duly convened extraordinary shareholders' meeting, (iv) the Tanzania Revenue Authority issuing a tax clearance certificate in relation to the Acquisition, (v) certain mining licences held by Tanga Cement having been validly issued and/or renewed and (vi) approval by the Financial Surveillance Department of the South African Reserve Bank or, if permissible, the relevant authorised dealer, in respect of the obligations imposed upon AfriSam as guarantor in terms of the Acquisition, being obtained.

The parties are engaging with the regulatory authorities, including the CMSA, the Dar es Salaam Stock Exchange (the “DSE”), the FCC and the TMC regarding the Acquisition. As of July 4, 2022, Afrisam and Scancem have finalised an addendum to the SPA extending the date for fulfilment or, if applicable, waiver of the Conditions from 30 June, 2022 to 31 August, 2022 or such later date as the parties may agree. If all Conditions are fulfilled or waived timeously, the Acquisition will become unconditional and be implemented, which is anticipated to be early in the second quarter of 2022.