Public Service Pension Fund Swaziland have entered into a share purchase agreement to acquire Tambankulu Estates Proprietary Limited from Tongaat Hulett Limited (JSE:TON) and Format Development Corporation Limited for ZAR 375 million on June 17, 2020. The transaction consideration will be paid in cash and is subject to working capital adjustments on the closing date. Pursuant to the terms of the share purchase agreement, Tongaat Hulett Limited will sell to Public Service Pensions Fund, 1.4 million shares representing approximately 93.33% of the issued shares in Tambankulu and Format Development Corporation Limited will sell to Public Service Pensions Fund, 0.1 million shares representing approximately 6.67% of the issued shares in Tambankulu and any shareholder loan claims in Tambankulu. Tambankulu Estates Proprietary Limited reported net assets value was ZAR171.7 million and profit after tax was ZAR40.9 million for the year ended March 31, 2020. The transaction is subject to fulfilment of conditions by December 31, 2020 (or any such later dates as may be agreed including Tongaat Hulett Limited and Format Development Corporation Limited obtaining all shareholder approvals. As a result, the transaction must be approved by an ordinary resolution of THL Shareholders, which will require the support of more than 50% of the votes exercised thereon. Public Service Pensions Fund, Tongaat Hulett Limited and Format Development Corporation Limited obtaining all regulatory consents or approvals required, comprising of approvals from Eswatini Competition Commission in terms of the Eswatini Competition Act No. 8 of 2007 and Land Control Board in terms of the Eswatini Land Speculation Control Act No. 8 of 1972, with conditions attached thereto which are acceptable to THL, or without any conditions being attached thereto by July 10, 2020 or any such later dates as maybe agreed. The effective date of the transaction will be the first business day of the calendar month following the date on which the last of the suspensive conditions to the transaction has either been fulfilled or, as applicable, waived, as the case may be. All the suspensive conditions in the agreement were fulfilled on November 4, 2020. The transaction is expected to be completed on or about December 1, 2020. THL will use the proceeds of the transaction to reduce debt within THL. PricewaterhouseCoopers Corporate Finance (Pty) Ltd. Acted as financial advisor and Bowmans acted as legal advisor to Tongaat Hulett Limited. Public Service Pension Fund Swaziland completed the acquisition of Tambankulu Estates Proprietary Limited from Tongaat Hulett Limited (JSE:TON) and Format Development Corporation Limited on December 1, 2020.