Electric Power Development Co., Ltd. (TSE:9513) entered into a non-binding, indicative and conditional proposal to acquire 92.28% stake in Genex Power Limited (ASX:GNX) from Skip Capital Pty. Ltd. and others for approximately AUD 350 million on February 5, 2024. Potential Transaction will be funded by Electric Power Development Co., Ltd.?s existing cash reserves and debt facilities. Transaction is subject to Due diligence investigation, approval from Genex Power Limited's shareholders and Subject to court approval and the receipt of all necessary regulatory approvals, including approval from the Foreign Investment Review Board. As of
March 30, 2024, J-POWER reconfirmed the Indicative Proposal to Genex and also confirmed it had completed its due diligence on Genex. On April 2, 2024, Genex announced to the ASX that Genex had agreed to extend the Exclusivity Period under the Confidentiality and Exclusivity Deed to Monday, 8 April 2024 to allow additional time for the parties to negotiate an Implementation Agreement for the Potential Scheme. The finalisation of the Implementation Agreement remains subject to the Genex IBC?s approval and J-POWER?s final internal approvals. Accordingly, following a request from J-POWER, Genex has agreed to a further extension of the Exclusivity Period under the Confidentiality and Exclusivity Deed to 5.00pm (AEST) on Monday, 15 April 20242 to allow additional time for the Implementation Agreement to be finalised and J-POWER to obtain the required internal approvals. As of April 12, 2024, board of directors of Genex Power Limited unanimously recommends that Genex Power Limited shareholders vote in favor of the Scheme at the Scheme Meeting. The transaction is expected to complete in late July 2024. As per the transaction, Genex will be required to pay a break fee to J-POWER and J-POWER will be required to pay a reverse break fee to Genex. The amount of each of the break fee and the reverse break fee, should either become payable is AUD 3.5 million.

Goldman Sachs Australia Pty Ltd acted as Financial advisor and Gilbert and Tobin acted as legal advisor to Genex Power Limited. Macquarie Capital Securities (Japan) Limited acted as financial advisor to J-Power. MinterEllison acted as legal advisor to Electric Power Development Co., Ltd.