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Disposal of the business of Knilam and withdrawal of cautionary announcement
ASTRAPAK LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 1995/009169/06)
Share Code: APK
ISIN: ZAE000096962
("Astrapak")
DISPOSAL OF THE BUSINESS OF KNILAM AND WITHDRAWAL OF CAUTIONARY
1. INTRODUCTION & RATIONALE
Shareholders are hereby advised that Astrapak has reached agreement with Mapflex SA (Pty)
Limited ("the Purchaser"), in terms of which, if successfully implemented, Astrapak will
dispose of its Knilam business ("Knilam") to the Purchaser ("the Transaction") as a going
concern.
This Transaction is fully aligned with Astrapak's strategy of continuing to focus on creating
businesses of scale within its selected markets. Knilam represents a small niche flexible
operation that is better aligned to the operations of the Purchaser.
The Transaction will enhance the financial performance of Astrapak following the
implementation.
2. THE BUSINESS OF KNILAM
Knilam is a Flexible packaging manufacturer that operates nationally and manufactures and
sells predominantly modified atmosphere packaging solutions for applications in the
perishable-produce, fresh-produce, and convenience-food markets.
3. TRANSACTION CONSIDERATION, ASSET VALUE AND PROFITABILITY
The consideration payable by the Purchaser to Astrapak is determined as the net asset value
as at the date of the Transaction plus a goodwill premium of R8 million. As at
28 February 2015 the net assets were represented by a value of R9.7 million and the
consideration therefore amounted to R17.7 million. The business of Knilam had an
attributable loss of R1.9 million for the financial year ended 28 February 2015. The proceeds
from the Transaction will be utilized by Astrapak to reduce its current level of gearing.
4. EFFECTIVE DATE
The effective date of the Transaction will be the 1st business day following the date upon
which the last of the conditions precedent are fulfilled and is anticipated to be on or about
1 August 2015.
5. SUSPENSIVE CONDITIONS
The Transaction is subject to the usual and normal suspensive conditions applicable to a
transaction of this nature, such as:
• the entering into of a comprehensive set of legal agreements to give effect to the
Transaction;
• approval of finance by the Purchaser's financier; and
• the approval of the financiers of Astrapak.
6. CATEGORISATION OF TRANSACTION
The Transaction falls below the requirements for a "category transaction" in terms of the
Listings Requirements of the JSE Limited and this announcement is therefore voluntary.
7. OTHER RELEVANT INFORMATION
Save for information as set out in this announcement, the Purchaser and Astrapak will provide
warranties and indemnities to each other that are standard to a transaction of this nature.
8. WITHDRAWAL OF CAUTIONARY
Shareholders are advised that, as a result of the publication of this announcement, the
cautionary announcement released on the Stock Exchange News Service of the JSE on
25 March 2015 is now withdrawn and caution is no longer required to be exercised by
shareholders when dealing in their shares.
Johannesburg
24 April 2015
Sponsor
RAND MERCHANT BANK (a division of FirstRand Bank Limited)
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