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Trading statement and trading update
enX Group Limited
(Incorporated in the Republic of South Africa)
(Registration number: 2001/029771/06)
JSE share code: ENX
ISIN: ZAE000222253
Listed on the General Segment of the Main Board
(“enX” or ‘’the Company’’ or ‘’the Group’’)
______________________________________________________________________________
TRADING STATEMENT AND TRADING UPDATE
Trading statement
In terms of paragraphs 6.26 to 6.30 of the Listings Requirements of the JSE, the Company is required to publish a trading statement as soon as it is reasonably certain
that the financial results for the period to be reported will differ by at least 20% from the published results for the prior comparative period.
enX shareholders (“Shareholders”) are accordingly advised that the Company is reasonably certain that for the year ended 31 August 2026 (“Current Year”), basic loss
per share and headline earnings/(loss) per share are expected to differ by at least 20% from the year ended 31 August 2025 (“Prior Year”), as set out below. The Prior
Year comparatives have been restated and re-presented as explained below.
Current Year Prior Year Percentage
(Restated #) change range
Total operations:
Basic loss per share (44.6c) to (23.7c) (105.0c) 58% to 77%
Diluted loss per share (44.6c) to (23.7c) (105.0c) 58% to 77%
Headline (loss) / earnings per share (14.2c) to (5.3c) 53.2c -
Continuing operations:
Basic loss per share (13.2c) to (11.3c) (9.7c) (36%) to (16%)
Diluted loss per share (13.2c) to (11.3c) (9.7c) (36%) to (16%)
Headline loss per share (13.2c) to (11.3c) (9.7c) (36%) to (16%)
Discontinued operations:
Basic loss per share (31.4c) to (12.4c) (95.3c) 67% to 87%
Diluted loss per share (31.4c) to (12.4c) (95.3c) 67% to 87%
Headline (loss) / earnings per share (1.0c) to 6.0c 62.9c (102%) to (90%)
# The Prior Year comparative information has been re-presented in accordance with IFRS 5 to reflect the classification of the New Way Power Sale Business and enX
Ventures Letting Enterprise as a discontinued operation. The comparative information has also been restated to reflect a deferred taxation adjustment of approximately
R22 million relating to the Group’s investment in West African International Proprietary Limited (“Chemicals” or “WAI”). Further details are provided under “Restatement
of Prior Year Results” below.
Restatement of Prior Year Results
The Prior Year results have been re-presented in accordance with IFRS 5 to reflect the classification of the New Way Power Sale Business and enX Ventures Letting Enterprise
as a discontinued operation. This re-presentation changes the allocation between continuing and discontinued operations, without affecting the results of total operations.
In addition, the Group has restated the Prior Year results to recognise a deferred taxation liability of approximately R22 million in respect of an outside-basis temporary
difference relating to its investment in WAI. The adjustment increased the previously reported loss from discontinued operations and reduced the Group’s net assets at 31
August 2025. The related deferred taxation liability was reversed during the Current Year following the disposal of WAI.
Prior year As reported IFRS 5 re- IAS 12 Restated
(cents per share) FY2025 presentation adjustment FY2025
Basic and diluted loss per
share – total operations (92.9) - (12.1) (105.0)
Basic and diluted loss per
share – continuing operations (1.2) (8.5) - (9.7)
Basic and diluted loss per
share – discontinued (91.7) 8.5 (12.1) (95.3)
operations
Headline earnings per share –
total operations 53.2 - - 53.2
Headline loss per share –
continuing operations (1.2) (8.5) - (9.7)
Headline earnings per share –
discontinued operations 54.4 8.5 - 62.9
Net asset value 524 (12) 512
Trading update
The anticipated results for the year ended 31 August 2026 reflect the continued implementation of the Group’s strategy of realising value from its remaining assets and
returning surplus capital to Shareholders.
During the Current Year, the Group completed the disposal of its remaining interest in WAI and, subsequent to year-end, completed the disposal of the New Way Power Sale
Business and enX Ventures Letting Enterprise.
The Group also continued to implement its capital management strategy, including the return of surplus capital to Shareholders through the special distribution of 192c per
share in June 2026 following the disposal of WAI.
The anticipated movement in headline earnings per share from total operations compared to the Prior Year primarily reflects the reduced earnings contribution from businesses
disposed of during the respective reporting periods, lower net interest income following the substantial return of surplus capital to Shareholders, and transaction-related
and other costs associated with the implementation of the Group’s disposal strategy, including the recognition of an expense in respect of the New Way Power Management
Incentive Plan (‘’MIP’’), as detailed below.
Basic loss per share from total operations was additionally impacted by impairment losses recognised in respect of disposal groups held for sale and losses recognised on
disposal, where applicable.
Continuing operations
Following the classification of the New Way Power Sale Business and enX Ventures Letting Enterprise as discontinued operations with effect from 1 June 2026, the Group’s
continuing operations comprise principally Power O2 and the Service Centre.
Power O2 continues to distribute industrial engines and related products. Following the disposal of the New Way Power Sale Business, New Way Power Proprietary Limited
(‘’New Way Power’’) remains a subsidiary of the Group. Management will oversee the orderly wind-down of its remaining activities, including the realisation of residual
assets, collection of outstanding receivables and settlement of remaining obligations. Cash generated from this process will be available for distribution within the Group,
after meeting outstanding obligations.
The anticipated results from continuing operations were impacted by lower interest income following the substantial return of surplus capital to Shareholders, together with
reduced management fee recoveries as the Group’s operating portfolio contracted. These impacts were partially offset by lower staff and operating costs and the non-recurrence
of the R15 million once-off payment under the CapLeverage shareholder indemnity in the Prior Year. The Group also incurred additional once-off legal and other costs during the
Current Year.
Discontinued operations for the Current Year
New Way Power Sale Business and enX Ventures Letting Enterprise
Shareholders are referred to the Firm Intention Announcement released on the Stock Exchange News Service (‘’SENS’’) on 18 June 2026. The Group announced that New Way Power and
enX Ventures Proprietary Limited had entered into an agreement with GPR South Africa Proprietary Limited (“GPR”), a wholly owned subsidiary of the Generac group, for the
disposal of the New Way Power Sale Business and the enX Ventures Letting Enterprise as going concerns. The enX Ventures Letting Enterprise comprises the New Way Power manufacturing
facility together with the related lease arrangement. The two transactions are separate but indivisible and inter-conditional.
The aggregate purchase consideration in terms of the transaction agreements was R220 million, comprising R130 million in respect of the New Way Power Sale Business and
R90 million in respect of the enX Ventures Letting Enterprise. The consideration attributable to the enX Ventures Letting Enterprise is fixed, while the consideration
for the New Way Power Sale Business remains subject to contractual adjustment mechanisms.
At completion, R110 million was received in cash, with the balance of R110 million payable by way of a two-year vendor loan bearing interest at the prime rate. The
final purchase consideration remains subject to adjustment as set out in the Circular distributed to Shareholders on 28 July 2026. The vendor loan is supported by a
guarantee from PRI Industrial Srl, a wholly owned subsidiary of Generac Power Systems Inc.
Shareholders approved the transactions unanimously at the general meeting held on 27 August 2026 and the transactions became unconditional on 16 October 2026. The
disposal of the New Way Power Sale Business and enX Ventures Letting Enterprise was completed on 2 November 2026.
The New Way Power Sale Business and enX Ventures Letting Enterprise were classified as a disposal group held for sale and as discontinued operations in accordance
with IFRS 5 with effect from 1 June 2026.
In accordance with IFRS 5, depreciation and amortisation of R3 million (after-tax: R2 million) was not recognised for the period from 1 June 2026 to 31 August 2026.
An impairment loss of R15 million was recognised at 31 August 2026 to reflect the measurement of the disposal group at the lower of its carrying amount and fair value
less costs to sell.
Discontinued operations also include an expense of R37 million (approximately R27 million after tax) recognised in respect of the MIP. The amount recognised in
respect of the MIP reflects management’s best estimate of the obligation under the MIP, based on the contractual formula and forecast cash flows from the disposal
and subsequent realisation of residual assets, after settlement of remaining obligations. The ultimate amount payable will be determined by actual cash realisations
and the terms of the MIP and may differ from the amount recognised at year-end.
Discontinued operations classified as such in the Prior Year
Chemical Segment
During the Current Year, Trichem South Africa Proprietary Limited (“Trichem SA”), which had acquired a 25% interest in WAI on 30 April 2025 for R107.3 million,
exercised its Full Ownership Option to acquire enX Trading Investments Proprietary Limited’s remaining 75% interest in WAI. The transaction was approved by shareholders
at the general meeting held on 7 April 2026, with 99.9% of votes cast in favour. All suspensive conditions were fulfilled on 22 April 2026.
The transaction closed on 30 April 2026, with proceeds of approximately R295 million received in respect of the remaining 75% interest, subject to the agreed audit
review of the effective date accounts and post-closing adjustment mechanism. Concurrently with closing, arrangements were
made for the release of the R107.3 million escrow security, together with accrued interest, which had previously been held as security for the Put Option. Following
implementation of the transaction, WAI became wholly owned by Trichem SA and ceased to be consolidated by the Group from 30 April 2026.
Chemicals was classified as a disposal group held for sale and a discontinued operation in terms of IFRS 5 with effect from 30 June 2025.
In accordance with IFRS 5, depreciation and amortisation of R4 million (R3 million after tax) was not recognised in the Current Year, and an impairment loss of R10 million
was recognised to reflect the measurement of the disposal group at the lower of its carrying amount and fair value less costs to sell.
As mentioned above, following a reassessment of the deferred tax treatment of the Group’s investment in WAI, the Prior Year results have been restated to recognise a
deferred tax liability of approximately R22 million relating to the investment. This deferred tax liability was reversed in the Current Year upon disposal of WAI.
On disposal, a further loss of R12 million and associated tax expense of R5 million were recognised, after taking into account the reversal of the previously recognised
deferred tax liability.
The financial information on which this trading statement is based has not been reviewed or reported on by the Company’s external auditors.
Johannesburg
9 November 2026
Sponsor
Valeo Capital Proprietary Limited
4
Date: 09/11/2026 10:00:00
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