Saturday, December 21, 2024

Who’s doing what this week in the South African M&A space?

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Exchange-Listed Companies

This is not the first time the Bell family (IAB) have offered to buy out minorities of Bell Equipment. In October 2021, the offer to acquire the remaining 29.45% interest in the company was priced at R10 per share. The offer price was found to be not fair nor reasonable and the buyout failed. This week IAB offered minorities R53 per share, representing an 82% premium to the 30-day VWAP. Shareholders holding just 15.05% are eligible to participate in the offer with IAB and shareholders related to the founding family holding 70.13% and 14.82% respectively. If successful the R762,52 million deal will see the delisting of Bell Equipment almost three decades after its JSE debut.

Sasfin has been in the news recently for all the wrong reasons. In December 2023 SARS filed a R4,8 billion damages claim against Sasfin Bank following the discovery of an unlawful scheme run by former foreign exchange clients, in collusion with former bank employees, operating a syndicate to facilitate the expatriation of money out of South Africa. This week Sasfin’s major shareholders, Women Investment Portfolio (25.2%) via its subsidiary Wipfin Investments, and Unitas, the investment vehicle of the Sassoon family (47.9%) offered minorities holding 10% of the company an out, at R30 per share – a 66% premium to its 30-day VWAP. The remaining minorities holding c.17% of the company will, following the delisting of Sasfin, be invested in an unlisted vehicle. The offer, to be made by Sasfin Wealth, involves a restructure in its shareholding with Wipfin and Unitas subscribing for an 8.8% shareholding in Sasfin Wealth for a subscription price of R53,57 million each. These funds received will enable Sasfin Wealth to make the offer to minorities. Sasfin Wealth management will acquire an effective 15% stake in its enlarged issued share capital funded mainly by a vendor finance scheme.

Altron has released details of a new proposed B-BBEE ownership transaction with the launch of a sustainable ICT skills focused education trust. The Trust, to be called Ascent, will obtain an effective 20% stake in Altron TMT SA using a sustainable funding structure involving preference shares. Initially Altron will provide R5 million in support to the Trust in FY25 to assist it in meeting its stated objective. The transaction aims to enhance the current employee value proposition by providing funding to qualifying employees’ relatives and other stakeholders within the Alton ecosystem by giving them access to ICT related education opportunities and at the same time address the increasing scarcity of ICT skills in South Africa. Beneficiary eligibility will be determined with reference to a household income of less than R600,000 per annum.

The Riskowitz Value Fund (RVF) will acquire a 1.3% stake in Trustco Resources (Trustco) which houses the group’s mining interests in Namibia, Mauritius and Sierra Leone. RVF will pay US$4,55 million which will be used by Trustco Resources to upgrade mine infrastructure, plant and equipment in Namibia and Sierra Leone, accelerate development of its mining operations and transition into commercial production. The deal is a related party transaction requiring a fairness opinion.

Following market speculation, Burstone advised shareholders that the company had entered into exclusive negotiations regarding the potential formation of a strategic partnership with funds advised by affiliates of Blackstone Europe. In terms of the partnership, Burstone will dispose of a majority of its stake in its Pan-European Logistics portfolio to Blackstone. The company cautioned that there was no certainty that the transaction would be concluded.

In November 2023, Sappi announced it would reduce production capacity for graphic paper in Europe, initiating a consultation process to close the Sappi Lanaken mill in Belgium. Following the successful closure of the mill, Sappi has disposed of Sappi Lanaken including all its assets for €50 million to UTB Waalwijk, a Dutch company specialising in industrial property conversions.

Spear REIT has disposed of various sectional title retail units and the exclusive use area parking bays in terms of the Upper East Side scheme (announced in 2022), the properties of which are located in Woodstock, Cape Town. The disposal consideration to be paid by Upper East Side Hotel is R11,8 million.

NewRiver REIT plc which plans to make a formal offer for Capital & Regional has requested and received consent to further extend the deadline on which it is required to make a firm intention offer. Growthpoint, which owns a 68% stake in Capital & Regional, previously requested an extension to 18 July 2024. The new deadline is 15 August 2024.

Unlisted Companies

TurnStay, a local fintech startup specialising in reducing the cost of getting paid for African merchants and platforms in the travel and tourism industry, has successfully secured R5,4 million in funding from US-based venture capital firms DFS Lab and Digital Currency Group. The funds will be used to expand its operations in Africa and strengthen its position in South Africa.

South African ride sharing platform LULA has acquired Zello’s operations in South Africa. Zeelo, a UK TransitTech company providing software and services to organisations to increase trust, efficiency and sustainability in commuter shuttle services, will exit South Africa to focus on its further expansion in the UK, Ireland and North America. Since its launch five years ago, LULA has maintained a year-on-year growth of between 2.5x and 4x despite interruptions caused by the COVID-19 pandemic and a difficult socio-economic environment.

DealMakers is SA’s M&A publication.
www.dealmakerssouthafrica.com

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