GO LIFE INTERNATIONAL LIMITED - Voluntary Announcement Relating To The Acquisition Of Brittan Healthcare Group And Withdrawal Of Cautionary

Voluntary Announcement Relating To The Acquisition Of Brittan Healthcare Group And Withdrawal Of Cautionary

GO LIFE INTERNATIONAL LIMITED
(Incorporated in the Republic of Mauritius)
(Registration number: 098177 C1/GBL)
SEM share code: GOLI.N0000
JSE share code: GLI ISIN: MU0330N00004
(“the Company” or “Go Life International”)


Voluntary Announcement Relating To The Acquisition Of 100% Shareholding In Brittan Healthcare Group Proprietory Limited 
(“Brittan Healthcare”) And Withdrawal Of Cautionary Announcement


Shareholders are advised that Go Life International has entered into a term sheet to acquire 100% of the shares and claims 
in Brittan Healthcare subject to certain conditions precedent and on deferred payment terms. This Acquisition is in line 
with the Company’s diversification into the healthcare arena.

1.Description of Brittan Healthcare
Brittan Healthcare is the oldest South African medical device company in the medical device industry since 1960's – www.bhc.co.za. 
Brittan Healthcare is a well-established ISO9001-2000 Company, which manufactures medical devices and medical consumable 
products for the Southern African market.

2.Consideration (“Purchase Price”)
The Purchase Price for the shares in Brittan Healthcare comprises R2 000 000 for 40% of the shares from Eagle Quest Proprietary Limited, 
settled through the transfer of 2 666 667 existing Go Life International shares at ZAR 75 cents (to be procured by Go Life International) 
and the balance of 60% from Mr S Mogupudi (“Founder”) in return for the option to acquire up to 4 000 000 existing shares in Go Life 
International at ZAR 75 cents (also to be procured by Go Life International). Such option will be based on performance of Brittan Healthcare 
for the 12 months ended 31 December 2018, under the management of the Founder.

In addition, Go Life International has agreed to provide funding and acquire existing claims totalling R8 000 000, which will be settled by 
way of a cash injection into the business of R1 900 000 by way of a loan account and the balance by way of the transfer of existing shares in
Go Life International at R0.75 (75 cents) as follows:

- R3 000 000 through the transfer of 4 000 000 shares to Zwelethu Equity Capital (Pty) Ltd;
- R800 000 will be settled through the transfer of 1 066 667 shares to the past and present Brittan Healthcare employees; and
- R2 300 000 will be settled through the transfer of 1 333 334 shares in Go Life International to creditors of Brittan Healthcare.

On signature of the agreement, 10% of the above shares will be transferred, with the balance on successful completion of conditions precedent 
as detailed below. Go Life International will procure the above shares from an existing Go Life International shareholder, which shareholder 
will be entitled to reacquire all or part of the above-mentioned consideration shares on a date no later than 4 months after 28 February 2018. 
No consideration shares can be disposed or traded until 01 March 2018.

3.Effective Date
The effective date for the Acquisition is 15 November 2017, subject to the fulfillment of the suspensive conditions noted below.

4.Rationale for the Acquisition
Further to the previous announcement reflecting on an exclusive joint venture between Elysium Health Care Africa and Go Life International, 
the main strategic value dictating the rationale of the acquisition is that Brittan healthcare offers an instant market in the whole of 
Southern Africa through its own range of products and services and, going forward, via additional products and services offered by Elysium.

The acquisition of Brittan Healthcare incorporates a well-known medical device,equipment and consumable products supply brand in the hospital
and clinic space that will be of immeasurable value to carry Elysium products into this lucrative market.

Brittan Healthcare has an established relationship with most hospitals and clinics or has marketing data for most of these entities through 
historical transactions. Brittan Healthcare has the capacity to offer a range of products and services, offer upgrades and modernisation of 
hospitals and clinics across Southern Africa through the Elysium partnership. Brittan healthcare complements the Go Life International strategy 
to bring medical equipment and devices to hospitals and clinics in Southern Africa.

5.Suspensive conditions
The Acquisition is subject to the conclusion of definitive legal documents, the satisfactory completion of a due diligence, approval by the board 
of directors of Go Life International and any other regulatory approvals, on or before 28 February 2018.

Furthermore, Brittan Healthcare must secure binding commitments from creditors of Brittan Healthcare to sell their claims amounting to approximately 
R6 100 000 in return for the transfer of existing shares in go Life International at 75 cents per share or agree other settlement or payment 
arrangements to the satisfaction of Go Life International.

6.Classification of the transaction
The Acquisition is an uncategorised transaction in terms of the Listing Rules of the Stock Exchange Mauritius (“SEM”) and the JSE Listings 
Requirements. The vendors of Brittan Healthcare are not related parties to Go Life. Accordingly, shareholder approval is not required.

7.Financial Information
The historical financial information has not been prepared in accordance with IFRS. The acquisition has been primarily based on the forward 
opportunity presented by Brittan Healthcare based on the existing intellectual property, the brand, the customer base and long historical 
relationships in the industry.

8.Withdrawal of cautionary announcement
Shareholders are referred to the cautionary announcement released on 30 October 2017 and are advised that, to the extent that it applied to 
the acquisition of Brittan Healthcare, the cautionary announcement is withdrawn.

Go Life International has its primary listing on the Stock Exchange Mauritius and a secondary listing on the AltX of the JSE.



MAURITIUS
15 November 2017


SPONSOR
Arbor Capital Sponsors Proprietary Limited





Date: 15/11/2017 10:10:00 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.