June 24, 2026 (MLN): ITANZ Technologies Limited (PSX:ITANZ) has revealed that ITANZ Infinity Pty Ltd has reached a Deed of Forbearance with Westpac Banking Corporation, which had initiated winding-up proceedings against the unit.
Under the Deed of Forbearance, Westpac Banking Corporation agreed to withdraw the winding-up proceedings against ITANZ Infinity Pty Ltd and to refrain from enforcing its rights under facility arrangements, subject to compliance with the agreed terms.
The executed Deed is being submitted to the Court in connection with the withdrawal of those proceedings.
The company clarified that the Share Subscription Agreement for its proposed 51% equity acquisition in ITANZ Infinity Pty Ltd contains contractual protections shielding ITANZ Technologies Limited from any liability arising from the Westpac obligations, which remain solely the responsibility of ITANZ Infinity Pty Ltd.
The agreement also provides ITANZ Technologies Limited with continuing information rights and contractual protections in the event of any default or enforcement action related to the Westpac arrangements.
On the subscription consideration, ITANZ Technologies disclosed that the shares to be acquired are being issued by ITANZ Infinity Pty Ltd through a fresh rights issue and not purchased from any existing shareholder.
The consideration of AUD 21.857 million is payable in five equal annual instalments, with the first instalment due one year from the date of subscription.
The agreement further permits ITANZ Technologies Limited to set off any amounts owed to it by ITANZ Infinity Pty Ltd against instalments falling due.
The purchase consideration was determined based on an independent valuation placing ITANZ Infinity Pty Ltd's fair value at AUD 22.24 million on a pre-money basis and AUD 45.39 million on a post-money basis, using a blended methodology comprising discounted cash flow, price-to-sales, and price-to-earnings approaches.
The agreed consideration of AUD 21.857 million reflects the acquisition of a controlling equity stake, discounted from the post-money valuation framework.
The consideration is also subject to receipt of all applicable regulatory approvals, including any approvals required from the State Bank of Pakistan.
No interest shall accrue on any delay in payment of the consideration where such delay arises from delays in obtaining regulatory approvals due to circumstances beyond the Acquirer's control.
Both independent valuation reports will be available for inspection at the EOGM.
The aforementioned was disseminated through a notification to Exchange.