HUDACO INDUSTRIES LIMITED (Incorporated in the Republic of South Africa) (Registration number 1985/004617/06) Share code: HDC & ISIN: ZAE000003273 (“Hudaco”) ANNOUNCEMENT REGARDING THE ACQUISITION OF THE TRADING ASSETS AND LIABILITIES OF BRIGIT FIRE (PROPRIETARY) LIMITED, BRIGIT SYSTEMS (PROPRIETARY) LIMITED AND PORTAGAS (PROPRIETARY) LIMITED 1. INTRODUCTION Shareholders are advised that Hudaco has entered into an agreement (“the Agreement”) with Brigit Fire (Proprietary) Limited, Brigit Systems (Proprietary) Limited and Portagas (Proprietary) Limited (collectively “Brigit” or “the Seller”) to acquire the trading assets and liabilities of Brigit with effect from the first day of the month following the fulfilment of the final suspensive conditions as set out in paragraph 4.3 below (“the Effective Date”) (“the Transaction”). The Effective Date is expected to be 1 September 2023 2. DESCRIPTION OF BRIGIT Brigit is a South African group that offers “One Source Total Fire Protection” that includes fire detection, fire containment protection and fire suppression systems. Brigit distributes several products that it has developed itself, along with leading international products, throughout Sub- Saharan Africa. The products offered are singularly focused on fire security and safety disciplines, specifically required for commercial and industrial applications. Brigit has 65 employees in three locations in South Africa and generates revenue of about R215 million per year. The ultimate beneficial owner of Brigit is Van Zyl Trust, the beneficiaries of which are Deon van Zyl and his immediate family members. The Seller is not a “related party” as defined in terms of the JSE Limited Listings Requirements (“JSE Listings Requirements”). 3. RATIONALE FOR THE TRANSACTION Hudaco specialises in the importation and distribution of selected high-quality branded automotive, industrial and electronic consumable products, mainly in the southern African region. One of Hudaco’s key strategies is to acquire new businesses in similar fields of activity when the opportunity arises. The Transaction is consistent with Hudaco’s strategy of diversifying its portfolio. The business of Brigit is an ideal fit for Hudaco in that it focuses on supplying quality, branded products and services, while providing significant value-add for the customer, which is an area of core competency of Hudaco. The fire security offering of Brigit will complement and enhance the range of products and services that Hudaco already offers to the security sector through its Elvey Security Technologies and Pentagon businesses. They will work together in developing their route to market and expanding the combined customer base. Hudaco will be able to utilise its experience and expertise in value-added distribution to enhance Brigit’s market position, resulting in long term benefits to shareholders. 4. DETAILS OF THE TRANSACTION 4.1 Purchase consideration The purchase consideration (“the Consideration”) will be a multiple of the average annual profit after tax (but excluding interest received) of Brigit for the two years following the Effective Date. The maximum Consideration is R315 million. The Consideration will be funded from cash generation, existing and (if necessary) new facilities and paid as follows: • an initial amount of R143 million payable in cash on the Effective Date; and • two tranches payable in cash on the first and second anniversary of the Effective Date, based on actual average levels of profitability achieved in each of those years. 4.2 Management Deon van Zyl, the managing director, has agreed to enter into a service contract for a period of two years and has, as part of the Agreement, entered into a restraint of trade arrangement in favour of Hudaco for a period of three years after his employment ceases. 4.3 Conditions precedent The Transaction is subject to the completion of several suspensive conditions by no later than 24 August 2023, including: • the satisfactory outcome of a due diligence review; • approval from major suppliers and customers; • the signing of a lease agreement over the primary premises; • signing of a service agreement with the managing director; and • Hudaco board approval and regulatory approvals, as applicable It is also subject to Competition Commission approval by 23 September 2023. 4.4 Value of net assets and profit attributable to Brigit Brigit produced R36 million net profit after taxation in the financial year ended 28 February 2023 and has committed to deliver a minimum of R55 million net trading assets on the Effective Date. The financial information has been compiled from the unaudited annual financial statements of the companies comprising Brigit for the year ended 28 February 2023, which have been prepared in terms of International Financial Reporting Standards for Small and Medium-Sized Entities. 5. REPRESENTATIONS AND WARRANTIES The agreement contains representations and warranties by the parties in favour of one another which are standard for transactions of this nature. 6. CATEGORISATION The Transaction has been classified as a category 2 transaction in terms of Section 9 of the JSE Listings Requirements and, accordingly, shareholder approval is not required. Johannesburg 30 May 2023 Corporate advisor and sponsor Nedbank Corporate and Investment Banking, a division of Nedbank Limited