HUGE GROUP LIMITED - Huge Group concludes takeover transaction of Tethys mobile

Huge Group concludes takeover transaction of Tethys mobile

HUGE GROUP LIMITED
(Registration number 2006/023587/06)
Share code: HUG       ISIN: ZAE000102042
(“Huge” or “Huge Group” or “the Company”)


HUGE GROUP CONCLUDES TAKEOVER TRANSACTION OF TETHYS MOBILE

The board of directors of Huge Group is pleased to announce that it has concluded a
series of transactions (the Transactions) with the shareholders and creditors of Tethys
Mobile Proprietary Limited (Tethys), which will result in Tethys becoming a wholly owned
subsidiary company of a foreign company controlled by Huge Group.

Huge Group intends to change the name of Tethys to Huge Digital Enablement
Proprietary Limited as soon as the Transactions are implemented, and the company
successfully exits the business rescue process. Tethys was South Africa and Africa’s first
MVNO when it launched to the market in 2006. The business was previously Virgin
Mobile South Africa Proprietary Limited, which entered business rescue in September
2020.

The Transactions are subject to various conditions, the most notable being the
finalisation of Huge Group’s due diligence.

Huge Group’s rationale for acquiring Tethys is the indirect acquisition of its software and
technology platform and the intellectual property related to this software and
technology platform. The intention is to leverage the world-class technology built into
this software and technology platform and the operational capabilities that exist in
support of it. Over the past 16 years, Tethys has created a very sophisticated technical
and operational capability linked to this software and technology that will allow the
company to provide a Platform-as-a-Service or PaaS to organisations who aspire to
provide mobile virtual network operator or MVNO services. The software and
technology platform includes a multi-tenant capable CRM, Billing and Online Charging
System that provides enhanced billing, customer and subscriber management,
product, tariff, and real-time rating capabilities.

The Transactions, when implemented, will see the post-commencement creditors who
supported Tethys during the business rescue process settled in full; this includes Tethys
subscribers who were due refunds after its access to network services was terminated
in September 2021. As part of the Transactions, Huge Group will acquire Cell C’s claims
against Tethys as well as the claims of various pre-commencement creditors.

Business rescue is a process defined by the Companies Act 2008. It aims to facilitate
the rehabilitation of a company that is ‘financially distressed’ by providing for the
temporary supervision of the company and the management of its affairs, business and
property by a business rescue practitioner, a temporary moratorium or ‘stay’ on the
rights of claimants against the company or in respect of property in its possession, and
the development and implementation (if approved) of a business rescue plan to
rescue the company by restructuring its business, property, debt, affairs, other liabilities
and equity.

The business rescue process has allowed the business rescue practitioners and
management team to ensure the continuation of the business and for a meaningful
outcome to be achieved by the affected parties.

Transaction categorisation

The Transactions are not categorisable as a transaction in terms of the JSE Listings
Requirements.


Johannesburg
6 July 2022

Sponsor
Questco Corporate Advisory Proprietary Limited

Date: 06-07-2022 04:50:00
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