Turpaz Industries Acquires 70% Stake in South Africa’s Sensory FX for $10.6M

CAESAREA, ISRAEL & JOHANNESBURG — Turpaz Industries Ltd. (TASE: TRPZ) has acquired a 70% majority shareholding in Sensory FX Proprietary Limited, a South African developer and manufacturer of flavors and fragrances, for $10.6 million (~ZAR 177.4 million) in upfront cash.

The transaction closed upon signing and was executed through Turpaz’s South African subsidiary, Sunspray Solutions Proprietary Limited, financed entirely via long-term bank debt facilities. The deal structure includes additional variable earn-out consideration tied to Sensory FX’s financial performance from March 1, 2026, to February 28, 2027.

Sensory FX’s founding shareholders will retain the remaining 30% equity stake and continue to lead executive management and operational functions. The agreement incorporates mutual put/call options for the remaining 30% interest, exercisable two to three years post-closing at a valuation based on underlying business performance, payable in cash or Turpaz equity at the election of the selling shareholders.

Financial Metrics & Operational Footprint

The transaction marks Turpaz’s initial entry into South Africa’s fragrance market, expanding its sub-Saharan footprint alongside existing local operations Sunspray (spray-drying solutions) and Nicola-J (flavors):

• Fiscal Performance: For its fiscal year ended February 28, 2026, Sensory FX generated revenues of $10.9 million(up 18% YoY from $9.2 million).
• Earnings Infrastructure: Gross profit reached $5.7 million (vs. $4.7 million in FY2025), operating profit stood at $2.0 million (vs. $1.5 million), normalized EBITDA totaled $2.4 million (vs. $1.8 million), and net profit reached $1.7 million (vs. $1.1 million), based on adjusted IFRS management accounts.
• Asset Base: Founded in 1999, Sensory FX operates a leased production site and a state-of-the-art R&D center opened in 2025 in the Johannesburg metropolitan area, employing 75 people across its flavor and perfumery divisions.

Executive Statements

"We are excited to welcome Sensory and its experienced, professional team to the Turpaz Group. This acquisition is an important step in implementing Turpaz's growth strategy by expanding our presence in emerging markets and leveraging synergies across the Group. For the first time, Turpaz is entering the fragrance market in South Africa, and the acquisition provides a foundation for further developing a regional platform for flavors and fragrances across Africa. By combining Sensory's local development and manufacturing capabilities with Turpaz's expertise, technologies, broad product portfolio and global presence, we will be able to expand the solutions we offer our customers and pursue further growth opportunities across the continent," stated Karen Cohen Khazon, Chief Executive Officer of Turpaz Industries.

"We've always believed that South Africa could produce a fragrance and flavour company capable of competing with the very best in the world. This partnership validates that belief and marks an exciting new chapter for SensoryFX. We are proud to join the Turpaz Group and look forward to what we can achieve together," added François Strydom, Chief Executive Officer and shareholder of Sensory FX.

"We believe that joining Turpaz will enable us to expand the range of solutions we offer our customers, deepen our presence in the markets in which we operate, enter new markets and capture additional growth opportunities across the continent," stated Joseph Muhohoma, Vice President of Research and Development and shareholder of Sensory FX.

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