PROPOSED SUBSCRIPTION OF SHARES IN ELEKTRON POWER INFRACOM BY ARM-HARITH INFRASTRUCTURE FUND

Case type: MRR Form 2 (Simplified Procedure) Case Parties: ARM-HARITH INFRASTRUCTURE FUND/ELEKTRON POWER INFRACOM Published: 27 Jan. 2022

The proposed transaction is a subscription by ARM-HARITH Infrastructure Fund (International) Limited (the Acquirer) of c. 35.6% of the ordinary shares of Elektron Power Infracom (the Target or EPI) by way of the conversion into equity, loans to be made available to the Target by the Acquirer (the Proposed Transaction). The Target has a wholly owned Nigerian subsidiary, Alausa Power Limited (the Nigerian Subsidiary or Alausa Power). The Proposed Transaction will result in the Acquirer indirectly ultimately owning up to 47.5% of the Nigerian Subsidiary.

The Acquirer is a private equity Infrastructure Fund set up as a Mauritius global business company with multiple investors.

The Target is a Mauritian company that owns the Nigerian Subsidiary and the Nigerian Subsidiarys main business is the ownership and operation of a 10.6MW-nameplate dual-fired independent power project in Alausa, Lagos, Nigeria through which the Nigerian Subsidiary supplies power to select customers.

The strategic and economic rationale of the Proposed Transaction is that a successful completion of the Proposed Transaction will enable the Target to provide funding to the Nigerian Subsidiary through equity investment and shareholder loans to enable the Nigerian Subsidiary to carry out growth and expansion business projects in Nigeria.