DealMakers - 2025 Annual
Business Rescue & Turnaround Transaction of the Year
Langeberg & Ashton Foods
Tiger Brands first announced its intention to exit the deciduous fruit business in May 2020 and, after many years of uncertainty, the Langeberg & Ashton Foods transaction finally concluded, securing a sustainable future for the operations and the South African deciduous fruit industry.
Langeberg & Ashton Foods has been a leader in the global market for canned deciduous fruit for over 60 years. It produces canned fruit, including peaches, pears, apricots, apples and guavas, and fruit purees, largely for the export market, supplying Tiger Brands’ Culinary division with canned fruit for KOO; pulps for All Gold, Hugo and KOO; and purees for Purity. The business is based in – and is, by far, the largest employer in – the town of Ashton in the Western Cape, with the majority of produce sourced within a 120km radius. The business provides more than 3,000 permanent and seasonal jobs, and supports 250 local fruit growers. More than 80% of the canned fruit and puree products are exported to markets that include Europe, China, Australia and Japan.
Tiger Brands undertook an exhaustive process to find a buyer for Langeberg & Ashton Foods, with a view to ensuring a controlled exit through a disposal of the business. Talks were held with potential buyers who were able to meet the working capital requirements of the business and make a long-term commitment to ensure the sustainability of the South African deciduous fruit processing industry.
However, at the end of a two-year period in May 2022, and in the absence of any reasonable prospects of a viable transaction, Tiger Brands reached a compact with organised labour, Langeberg and Ashton Foods employees, and members of the Canning Fruit Producers Association that allowed the business to mitigate a significant risk to extend operations for another season. The sale process was reopened later in 2022, and the rigorous exploration of new proposals continued. In early 2024, Tiger Brands extended operations for a further season.
Finally announced in May 2025, the deal involved the sale of the Langeberg & Ashton Foods business as a going concern – for a total cash consideration of R1 – to a newly formed company (NewCo). NewCo was established by a consortium comprising Norfund, the Norwegian development finance institution, and Ashton Fruit Producers Agricultural Co-Operative (AFPAC), representing over 100 commercial fruit producers across the Western Cape.
The deal, which has taken years of collaboration between Tiger Brands, farmers, financial partners and the community, secures an outcome that is in the best interest of all stakeholders.
As part of the sale, Norfund invested up to R105m (US$6m) in the new company to enable the farmer-led takeover. In addition, Tiger Brands committed R150m towards the establishment of a Community Trust that will benefit the broader Langeberg community through socio-economic development initiatives. The amount was advanced upon implementation of the transaction.
Comment from the Independent Panel: While the business was not actually placed in business rescue, it faced imminent closure had a solution not been found. The panel felt that the term business rescue was not the narrow legal definition – rather that the transaction rescued the business from likely failure. 3000 jobs were preserved and 250 fruit growers and a key business were supported in this area of the Western Cape. The deal will have a wider economic impact, given the importance of this business across its community. The combination of local agricultural partners, Norfund and a community trust was a key aspect of unlocking this transaction.
The Langeberg Community Trust will ultimately hold a beneficial interest equal to a 10% shareholding in NewCo, with the Consortium holding the balance of the equity. This represents a unique opportunity to secure jobs and local ownership in a business that is vital to the community – one with big growth potential. This inclusive model provides a strong foundation, combining financial sustainability with meaningful community upliftment, as the 10% stake will ensure that dividends and benefits flow directly back into the Ashton community to support socio-economic development in the broader Langeberg region. Tiger Brands also committed a further R31m for environmental upgrades at the plant.
The successful conclusion of the transaction marked the end of a five-year journey to find a viable buyer, and secured a sustainable future for Langeberg and Ashton Foods. The new owners of the business bring considerable agricultural sector expertise and insights, along with a vested interest in the sustainability of this iconic business which has employed generations of people from the region.
The collaborative model, blending international development capital, local producer ownership and community benefit, sets a blueprint for inclusive growth in South Africa’s agriculture sector. n
Local Advisers: Absa CIB, Nedbank CIB, J.P. Morgan, Baker McKenzie, ENS, Boy Louw and PwC.
SGB-Smit Power Matla
SSGB-SMIT Power Matla (SSPM) – a joint venture between Germany’s SGB-SMIT Group and Power Matla, a South African black-empowerment investment company – was a leading player in the manufacture and supply of large and medium power transformers, recognised for its specialised products and solutions in the electrical engineering sector.
After years of operational and financial pressures, largely tied to its reliance on Eskom as a primary client, SSPM entered business rescue in September 2023. Other contributing factors leading to significant financial challenges included those caused by a fire that damaged its Pretoria factory capacity, the impact of the COVD-19 pandemic and global supply chain disruptions, and the issues related to finance, quality and upskilling that the company was addressing.
SSPM’s Cape Town facility lost its main Eskom contract for small and medium distribution transformers in 2018, followed by a sharp decline in mini-substation volumes in 2019. In January 2021, the company accepted unsustainable pricing on a four-year frame contract. Later that year, a fire at its Pretoria factory (a force majeure event) destroyed the large and medium transformer production lines, leaving it unable to meet order commitments, facing penalties and a loss of critical infrastructure and legacy know-how.
Business rescue practitioners Warren Castle and Ian Fleming of Engaged Business Turnaround were appointed, implementing a dual-track structure to examine both a restructure and a potential sale. Engagements with potential bidders were held, and ACTOM emerged as the preferred buyer.
Since exiting business rescue, local company Afro-Map has filed papers at the South Gauteng High Court to challenge the acquisition by ACTOM, claiming bias by the business rescue practitioners involved in the deal, and bad-faith conduct by the Industrial Development Corporation (a key stakeholder) – a claim denied by both parties.
The IDC participated as a senior secured creditor in the SSPM business rescue proceedings, and voted in favour of the approved business rescue plan at the creditors meeting.
The acquisition, funded through ACTOM’s balance sheet, included SSPM’s two factories in Pretoria and Cape Town, which have both been largely dormant since late 2023. The Pretoria plant will undergo full restoration and upgrading. After completion, the Pretoria factory will function as the main base for class 3 transformer production, making ACTOM the largest transformer manufacturer in Africa.
The acquisition will also generate employment opportunities while developing local skills and establishing domestic manufacturing capabilities to decrease import reliance and boost economic performance. The acquisition enables ACTOM to produce Class 3 transformers up to 500 MVA / 420 KB units, enhancing production capacity and supporting regional industrial growth.
The transaction comes at a critical moment, aligning with South Africa’s Transmission Development Plan and Integrated Transmission Plan, which anticipate extensive network expansion over the coming decade. These will require new high-voltage substations and transmission corridors – the construction of c.15,000 km of new transmission lines and 170 substations over the next decade – which will increase the demand for large power transformers.
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With the successful conclusion of the rescue process, a key national asset has been protected – together with the preservation of close to 230 jobs, and the balancing of divergent stakeholder interests. The successful turnaround enabled a sale as a ‘going concern,’ ensuring continuity and stability for employees, suppliers and customers. ACTOM will develop and implement a procurement programme to identify and support firms owned or controlled by historically disadvantaged persons in the transformer manufacturing value chain.
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ACTOM is positioned to leverage the strengths of both companies to advance South Africa’s energy and infrastructure sectors. The purchase creates the opportunity to strengthen regional supply chains and position ACTOM as a leading African OEM, with industrial hubs on the continent producing and supporting products locally.
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Local Advisers: Engaged Business Turnaround, RSW Consult, Webber Wentzel, CMS and Vani Chetty Competition Law.
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Comment from the Independent Panel: It was important to preserve one of SA’s last remaining power transformer manufacturers, while at the same time preserving c.230 skilled jobs. The transaction was complex, with the need to accommodate a secured creditor while trying to preserve the business and skills.
Concor Group
In November 2016, an established participant in mining, civil engineering, building and roads – with active projects across Southern Africa – was acquired for R314m by Firefly Investments. For Murray & Roberts, the sale was part of a strategic shift away from the construction sector; for Firefly, the deal created a major black-owned construction business of scale, rebranding the entity back to its original name: Concor.
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High hopes were set on the National Development Plan, which set a public infrastructure investment target of 10% of gross domestic product (GDP). However the average investment rate over the past few decades has been below 6% of GDP, with departments, municipalities and SOEs failing to meet infrastructure expenditure targets, owing to a combination of factors ranging from financial mismanagement and corruption, to a lack of capacity to develop bankable projects and oversee project implementation. This slump has persisted for well over a decade and has resulted in severe distress among several contractors, some of which have succumbed to business rescue and even liquidation.
By April 2022, Concor faced intensifying liquidity pressures and stakeholder scrutiny. Financial challenges were partly exacerbated by project specific issues and the COVID-19 pandemic, and lenders and counterparties considered enforcement or cancellation of obligations as concerns about financial stability circulated in the market. To stabilise the group during acute financial stress, a restructuring was necessary to preserve operations and reputation. This involved the renegotiation of terms on two substantial loan facilities.
The primary objective was to preserve Concor as a going concern by stabilising cash flows and protecting core projects. This required a combined legal defence against imminent enforcement steps, rapid renegotiation of threatened contracts, and a phased restructuring and turnaround plan, which was implemented to align debt service obligations with operational realities.
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Operational continuity was prioritised as the foundation for any credible financial accommodation. In parallel, customers, suppliers, employees (c.1,600 employees) and lenders were reassured that Concor remained viable, thereby preserving the legal, financial and stakeholder strategy implemented under compressed timelines. By combining immediate stabilisation measures with a staged implementation, the restructuring created near term breathing room and a framework for medium-term recovery. Preserving the order book and workforce maintained productive capacity and mitigated reputational harm, which in turn supported creditor confidence. The longer-term impact is a more sustainable capital structure, improved governance discipline, and an operational runway aligned with cash generation.
The restructuring was executed in real time, while projects continued against the backdrop of live enforcement risk and multi-role stakeholders, and the process required approval from the Competition Authorities in South Africa, Namibia and Botswana. Concor retained its position in the market, operating as a Level 1 B-BBEE accredited construction, project development and opencast mining services contractor in sub-Saharan Africa, avoiding contract collapses and maintaining relationships with key stakeholders. The transaction required innovative legal structuring, particularly to navigate section 45 of the Companies Act (which governs financial assistance to related or inter-related companies within a group) in a multi-entity group context, and to deliver a resilient platform for Concor’s ongoing operations. n
Local Advisers: Cox Yeats, ENS and Deloitte
Comment from the Independent Panel: The focus was on preserving the company as a going concern and averting formal business rescue, which would have damaged the operations. The transaction required litigation and negotiation in tandem, which increased complexity across the group structure, requiring careful management.