Nimbus Infrastructure Ltd. (NMSE:NUSP) entered into a share swap agreement to acquire additional 24.9% stake in Paratus Telecommunications (Pty) Ltd from Cuvelai Telecommunications (Pty) Ltd and Bartholomeus Harmse on March 27, 2018. The consideration will be paid by issuing approximately 8.5 million new ordinary shares in Nimbus. Under the terms of the agreement, Nimbus will acquire 8,815 ordinary shares held by Cuvelai Telecommunications, representing 18.6% of the issued share capital of Paratus, as well as 3,000 ordinary shares held by Paratus Chief Executive Officer Bartholomeus Harmse, representing 6.3% of Paratus’ capital, effectively increasing the shareholding of Nimbus from 26.5% to 51.4%. Post transaction, Paratus will be a subsidiary of Nimbus and its financial results will be consolidated into Nimbus’ financial reports. The transaction is subject to the fulfillment of certain conditions precedent including Paratus’ board of directors approval of the Swap Agreement, as well as all other agreements contemplated as part of the swap, retention of key management and executives by entering into binding addendums to the employment agreements, CRAN and Competition Commission approval and any other regulatory approvals as required in Namibia. As of March 23, 2018, an independent expert opinion was obtained from Ernst & Young Advisory Services (Pty) Ltd. On April 12, 2018, all other shareholders in Paratus waived their pre-emptive rights to obtain the shares being swapped and Paratus’ board of directors approval of the Swap Agreement, as well as all other agreements contemplated as part of the swap. Each of the Key Management and Executives has entered into binding addendums to their employment agreements. On March 16, 2018, the addendum to the Paratus shareholders agreement is executed. On April 13, 2018 the Nimbus shareholders unconditionally approved the transaction. On April 19, 2018, the Namibian Competition Commission unconditionally approved the transaction. As on May 2, 2018, approval for the transaction from the Communications Regulatory Authority of Namibia is still in process. As on May 24, 2018, all conditions precedent in the share swap agreement have been fulfilled. The transaction shall be effective upon the date of the fulfillment of all the conditions precedent. The closing of the Share Swap transaction is postponed until all conditions precedent have been fulfilled. Nimbus Infrastructure Ltd. (NMSE:NUSP) completed the acquisition of additional 24.9% stake in Paratus Telecommunications (Pty) Ltd from Cuvelai Telecommunications (Pty) Ltd and Bartholomeus Harmse on May 31, 2018.