Midrand Print Company Business Plan — Company and Business Overview

Legal structure, ownership, objectives and the current stage of development.

Section 4 of 28

Company and Business Overview

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3.1 Corporate profile

Item

Detail

Legal name

Midrand Print Company (Pty) Ltd

Legal form

Private company incorporated under the Companies Act 71 of 2008

Registered office

Midrand, City of Johannesburg Metropolitan Municipality, Gauteng

Operating facility

Single leased industrial unit of 2,000 m², Midrand — production, finishing, warehousing and administration under one roof

Stage

Pre-revenue. Incorporation, lease negotiation and equipment specification complete; financial close pending

Financial year end

31 December

Tax status

South African resident taxpayer; VAT vendor; not a small business corporation given projected turnover

Employees at close

9 (5 production, 4 administration), rising to 47 by FY2031

B-BBEE

Targeting Level 4 at first verification, improving to Level 2 by FY2030 through ownership, skills development and enterprise and supplier development

Table 3: Corporate profile

3.2 Ownership and capital structure

The founders contribute R3.0 million in cash together with the transferring client relationships, the operating methodology and the platform specification. The investor subscribes R19.0 million across two tranches for 65% of the ordinary equity. The founders retain 35%.

Shareholder

Cash subscribed (R m)

Non-cash contribution

Holding

Investor — tranche A (at close)

12.5

—

Investor — tranche B (month 15)

6.5

—

Investor total

19.0

—

65%

Founders

3.0

Client relationships, methodology, platform specification

35%

Total ordinary equity

22.0

100%

Table 4: Ordinary share capital on a fully subscribed basis

Implied post-money equity valuation of R19m ÷ 65% = R29.2m, against R22.0m of cash subscribed. The R7.2m difference is the value attributed to the founders’ non-cash contribution.

Tranche B is milestone-contingent rather than time-based. It is released only on evidence that twelve managed collateral programmes have been contracted and that annualised run-rate revenue has reached R30 million. This is a deliberate risk-allocation choice: it places the burden of proving commercial traction on the founders before the second half of the investor’s capital is committed, and it gives the investor a clean decision point at month 15 rather than a diluted one at month 30.

3.3 Mission, vision and strategic objectives

The strategic objectives that follow from this are deliberately few, and each is measurable:

  1. Reach 36 contracted managed collateral programmes by FY2031, representing 18.2% of revenue.
  2. Sustain gross margin at or above 45% across the plan period by holding realised price in real terms and controlling substrate and click cost.
  3. Reach an EBITDA margin above 19% by FY2030 and deleverage below 1.0 times net debt to EBITDA by FY2031.
  4. Achieve B-BBEE Level 2 by FY2030 and ISO 9001 and FSC chain-of-custody certification within the first twelve months of trading.
  5. Hold installed capacity utilisation below 60% so that incremental demand can be absorbed without further press investment.

3.4 Existing assets and contractual position

The company owns no plant at the date of this document. Equipment has been specified and quoted; asset finance is subject to credit approval and drawdown at close. The lease on the Midrand facility has been negotiated to heads of terms on a five-year initial term with a five-year renewal option, at R95 per square metre per month escalating at 7.5% annually.

The intangible position is more developed than the physical one. The founders bring documented relationships with corporate print buyers representing, on their own account, approximately R14 million of current annual print spend. The plan assumes that R9 million of this transitions within the first nine trading months, a 64% conversion, which reflects that some spend is contractually committed elsewhere and some buyers will not follow a supplier change. This assumption is the foundation of the FY2027 revenue line and is tested directly in Section 22.