ALLIED ELECTRONICS CORPORATION LTD - Acquisition by Allied Technologies of remaining 50% less one ordinary share equity interest in Altech Nupay

Acquisition by Allied Technologies of remaining 50% less one ordinary share equity interest in Altech Nupay

     Allied Electronics Corporation Limited
     (Incorporated in the Republic of South Africa)
     (Registration number: 1947/024583/06)
     Share Code: ATN ISIN: ZAE000029658
     Share Code: ATNP ISIN: ZAE000029666
     (“Altron”)

     ACQUISITION BY ALLIED TECHNOLOGIES LIMITED OF REMAINING 50% LESS ONE ORDINARY
     SHARE EQUITY INTEREST IN ALTECH NUPAY PROPRIETARY LIMITED


1.   INTRODUCTION

     Altron shareholders are hereby advised that an agreement has been concluded between, inter alia, Allied
     Technologies Limited (“Altech”) (a wholly owned subsidiary of Altron) and Itas Services Proprietary Limited
     (“Itas”) regarding the acquisition by Altech of the remaining 50% less one ordinary share equity interest in
     Altech NuPay Proprietary Limited (“NuPay”) which Altech does not already own, for a consideration
     (“Purchase Consideration”) of R80 million (“the NuPay Acquisition”). Following the implementation of the
     NuPay Acquisition, NuPay will become a wholly owned subsidiary of Altech. It is anticipated that the
     proposed NuPay Acquisition will be effective from 1 May 2014.

     Altech acquired its controlling interest in NuPay, consisting of a 50% plus one share equity interest, in 2009.
     NuPay commenced operations in 1999 and provides solutions for payment and collections, through a
     number of products and services which focus on collection transactions from multiple sources. NuPay and
     Altech Card Solutions, will shortly be integrated with the Bytes Secure Transaction Solutions business, within
     the Altron TMT sub-group of Altron.


2.   FINANCIAL EFFECTS OF THE NUPAY ACQUISITION

     The Purchase Consideration will be settled at Altech’s election, in cash or via the issue of Altron participating
     preference shares, which will be placed on behalf of Itas to generate the cash equivalent of the Purchase
     Consideration. The settlement of the Purchase Consideration is not expected to have a significant effect (i.e.
     less than 3%) on Altron’s earnings, headline earnings, adjusted headline earnings and net asset value per
     share.


3.   SMALL RELATED PARTY TRANSACTION

     In terms of the Listings Requirements of the JSE Limited (“the JSE”) (the “Listings Requirements”), as
     certain of Itas’ directors are also directors of NuPay, the NuPay Acquisition is regarded as a small related
     party transaction for Altron.

     As required in terms of section 10.7 of the Listings Requirements, Investec Bank Limited, the independent
     professional expert, has confirmed that the terms and conditions of the NuPay Acquisition are fair to Altron
     shareholders and the fairness opinion is available for inspection at the registered office of Altron during
     normal business hours for 28 business days from the date of this announcement.


     By order of the board


     Johannesburg
     15 April 2014


     Investment Bank and Sponsor
     Investec Bank Limited

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