공시 • Jan 07
ASP Isotopes Inc. (NasdaqCM:ASPI) completed the acquisition of Renergen Limited (JSE:REN) from Mazi Asset Management (Pty) Ltd, Matc Investments Pty Ltd, CRT investments Pty. Ltd., Anchor Capital (Pty) Ltd., Ivy Asset Management LLC, Ye Jia and others.
ASP Isotopes Inc. (NasdaqCM:ASPI) entered into agreement to acquire Renergen Limited (JSE:REN) from Mazi Asset Management (Pty) Ltd, Matc Investments Pty Ltd, CRT investments Pty. Ltd., Anchor Capital (Pty) Ltd., Ivy Asset Management LLC, Ye Jia and others on May 19, 2025. A cash consideration will be paid by ASP Isotopes Inc. As part of consideration, an undisclosed value is paid towards common equity of Renergen Limited.The Fractional Cash Payments to Renergen Shareholders in accordance with paragraph 6.1.2, will be funded by ASP Isotopes. As of July 10, 2025, the transaction has been approved by the shareholders of Renergen Limited.
Renergen will become an operating subsidiary of ASP Isotopes and continue to be led by the current management team with significant operational and project management support from ASPI’s management, engineering and R&D teams. On completion, ASP Isotopes will have a listing on the Nasdaq Stock Exchange, as well as an inward secondary listing on the Main Board of the Johannesburg Stock Exchange. Stefano Marani, CEO of Renergen, will become ASP Isotopes’ CEO of Electronics and Space, based in Austin, Texas and he will join the board of directors of ASP Isotopes. Paul Mann will remain Executive Chairman and CEO of ASP Isotopes.
The implementation of the Scheme will result in the delisting of the Renergen Ordinary Shares from the Johannesburg Stock Exchange, the Australian Securities Exchange and A2X. The Company Common Stock will continue to be listed on The Nasdaq Capital Market and will additionally be listed on the JSE by way of a secondary inward listing. As of May 28, 2025, General meeting of the shareholder will be held on June 26, 2025.
The longstop date in respect of the fulfilment of the Offer Conditions and the Scheme Conditions is September 30, 2025. It is currently expected that, subject to the satisfaction or waiver of the conditions, the Renergen shareholder meeting will be held in June 2025 and the Combination will be completed during the third quarter of 2025. The date on which the Scheme is to be implemented, being the second Business Day immediately following the Scheme Consideration Record Date, which is expected to be on Tuesday, 2 September 2025.
The Offer will be subject to the fulfilment or, where permissible, waiver of the following Offer conditions that, by no later than September 30, 2025: (i) the written consent for the transfer of the Renergen Ordinary Shares in terms of the Offer is obtained from the Industrial Development Corporation of South Africa and the United States International Development Finance Corporation; (ii) the written consent for the transfer of the Renergen Ordinary Shares in terms of the Offer is obtained from The Standard Bank of South Africa (“SBSA”) in terms of the change of control provisions under its respective loan(s) and/or funding arrangement(s) with Renergen and SBSA agrees to extend the repayment date for the loan(s) and/or funding arrangement(s) to at least March 31, 2026; (iii) AIRSOL SRL agrees to extend the maturity date for the convertible debentures that it holds in Renergen, to at least March 31, 2026; (iv) receipt of required regulatory approvals required to implement the Offer are obtained; (v) receipt of all regulatory approvals required for the Company Secondary Listing; (vi) approval of applicable competition authorities to implement the Offer; (vii) approval by Renergen’s shareholders of the Shareholder Ratification resolution and the Scheme resolution to be descried in the combined circular to be distributed to Renergen’s shareholders; and (viii) absence of a material adverse change with respect to Renergen. As of July 23, 2025, the Competition Commission approved the deal. As of August 14, 2025, announced that as the remaining Offer Conditions have not yet been fulfilled, the Scheme Finalisation Date has not yet occurred.
PSG Capital Limited acted as financial advisor for Renergen Limited. Valeo Corporate Finance acted as financial advisor for ASP Isotopes Inc. Bowmans acted as legal advisor for Renergen Limited. Forvis Mazars Corporate Finance Proprietary Limited acted as fairness opinion provider for ASP Isotopes Inc. DLA Piper South Africa Services Ltd acted as legal advisor for ASP Isotopes Inc. Blank Rome LLP acted as legal advisor for ASP Isotopes Inc. BDO USA, P.C. acted as accountant for ASP Isotopes Inc. AV Advisory Pty Ltd acted as legal advisor for ASP Isotopes Inc. As of September 15, 2025 ASP Isotopes Inc. (NasdaqCM:ASPI) extended the date for the fulfillment of the conditions from September 30, 2025 to November 28, 2025 in order to allow the parties additional time to satisfy conditions to closing relating to the receipt of the remaining required regulatory approval and certain third party consents.
ASP Isotopes Inc. (NasdaqCM:ASPI) completed the acquisition of Renergen Limited (JSE:REN) from Mazi Asset Management (Pty) Ltd, Matc Investments Pty Ltd, CRT investments Pty. Ltd., Anchor Capital (Pty) Ltd., Ivy Asset Management LLC, Ye Jia and others on January 7, 2026.