Acquisition of Entire Issued Share Capital of Partington Engineering Limited
Argent Industrial Limited
(Registration number 1993/002054/06)
(Incorporated in the Republic of South Africa)
Share Code: ART
ISIN: ZAE000019188
(“Argent” or “the Company” or “the Group”)
ACQUISITION OF ENTIRE ISSUED SHARE CAPITAL OF PARTINGTON
ENGINEERING LIMITED
1. Introduction and rationale
Argent is pleased to announce that it has concluded an agreement to acquire the entire issued
share capital of Partington Engineering Limited (“Partington”) from Mr B. P. Jones, Viper
Holdings Limited and Green Star Properties Limited (collectively, the “Sellers”) for a maximum
cash purchase consideration of GBP 3,1 million (“the Transaction”).
The Transaction will be affected through Argent Industrial UK Limited, a 100% held subsidiary
of Argent.
The rationale for the Transaction is an opportunity for Argent to grow its business by further
diversifying its portfolio of companies and to continue expanding internationally into the United
Kingdom.
2. The nature of business
Partington is a major supplier of bespoke trolleys to both the traditional and e-commerce retail
industries in the United Kingdom.
3. The consideration and conditions precedent
The initial purchase consideration of GBP 2 500 000 was settled in cash in the buyer’s
solicitor’s account on 16 June 2020.
Two additional purchase considerations of GBP 300 000 each will be settled in cash on 29
January 2021 and 28 January 2022, respectively, if sales to its major customer have grown
cumulatively by 15% for each 12-month period. The first period is 1 January 2020 to 31
December 2020 and the second period is 1 January 2021 to 31 December 2021.
A clawback payment of GBP 150 000 is payable from the Sellers if sales to its major customer
have decreased by 15% for each 12-month period mentioned above when compared to the
actual for the 12-month period ended December 2019.
There are no outstanding conditions precedent.
4. Effective date
The effective date of the Transaction is the commencement of business on 1 June 2020.
5. Financial Information
5.1 The net value of the assets attributable to Partington amounts to GBP 987 047.
5.2 The profits attributable to Partington amount to GBP 554 850 after taxation.
5.3 The financial information contained in this announcement have not been reviewed or
reported on by Argent’s auditors.
6. Categorisation
6.1 As the Transaction amounts to more than 5% but less than 30% of the Argent market
capitalisation, the Transaction is classified as a category 2 transaction in terms of
paragraph 9.5 of the JSE Listings Requirements.
6.2 This announcement is made for information purposes only and no action is required by
Argent shareholders with regards to the Transaction.
7. The Memorandum of Association of Partington does not conflict with Argent’s obligations in
terms of compliance with the JSE Listing Requirements.
Umhlanga
17 June 2020
Sponsor
PSG Capital
Date: 17-06-2020 08:55:00
Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.