The weekly roundup of M&A activity by SA companies.
Released weekly in M&A Pulse and Ghost Mail
1 June 2023
Exchange-Listed Companies
Impala Platinum (Implats) has finally managed to acquire enough shares to push its shareholding in Royal Bafokeng Platinum (RBPlats) beyond 50%. The sale by the Public Investment Corporation (SOC) of its 9.26% stake in RBPlats as per the scheme terms announced in November 2021, has increased Implats’ aggregate stake to 55.46%. The company will now facilitate increased broad-based ownership at both Impala and RBPlat through its wholly-owned subsidiary Royal Bafokeng Resources. The transaction will comprise the creation of a community share ownership trust across both companies holding 4%, as well as an option to replace the RBPlat employee share ownership plan (4%) and the introduction of a strategic empowerment partner Siyanda Resources (5%) which will lead a broad-based empowerment consortium. In addition, a further 3% will be warehoused for entrepreneurs, with a focus on women and youth entrepreneurs, from the Rustenburg community.
The MultiChoice Group, Rapyd and General Catalyst have announced a joint venture aimed at developing an integrated payment platform for Africa. The joint venture will operate under a new name ‘Moment’. The JV will consolidate the US$3,5 billion in payments that the MultiChoice Group processes annually and will address the need for an accessible and reliable payment platform for many small businesses and consumers across the continent.
Agriculture company Crookes Brothers which has local operations in KZN, Mpumalanga, the Western Cape and in Eswatini, Zambia and Mozambique, is to dispose of the business Vyeboom Fruit Farm to Western Cape-based fruit farming business Witzenberg Properties. This deal includes the business names Vyeboom, Ou Werf and Dennebos. The aggregate transaction value is R200 million. The company said it had initiated processes to sell certain farming properties that were not generating returns commensurate with its targets. Funds realised would be used to reduce its financial gearing and assist in completing its other diversification projects.
Hudaco Industries has acquired Brigit, a local company offering fire protection solutions through the businesses of Brigit Fire, Brigit Systems and Portagas. The business provides an ideal fit for Hudaco which focuses on supplying quality, branded products and services which with significant value-add for the consumer. The maximum consideration is R315 million which will be funded from cash generation and existing facilities. An initial amount of R143 million will be paid with the remaining due, in cash, over the following two years.
Primeserv, via its subsidiary Primeserv Pinnacle, is to acquire Pinnacle Outsource Solutions and AJR Enterprises CC – businesses that supply temporary employment services. The R10,95 million acquisition forms part of Primeserv’s strategy to expand its footprint in the temporary services sector of the Logistics, Transportation and Distribution Centre industry.
Viterra, a Canadian grain and oilseeds marketer and handler, 50%-owned by Glencore, is said to be in talks to merge with US oilseeds processor Bunge, in a move which, according to Glencore, would unlock value from Viterra.
Delta Property Fund has disposed of the property at 5 Walnut Road, Durban to UBUD Development for a cash consideration of R46 million. The net proceeds will be utilised by the company to reduce debt and the Loan to Value by 0.2% from 58.2% and reduce vacancy levels by 0.3% from 33.9%.
Bloomberg reported earlier this week that the Public Investment Corporation may back a possible bid by investment vehicle Afrifund and Mauritius-based Axian Telecom for a 35% stake in Telkom SA. This comes a week after the state-controlled telecommunications company’s share price fell as much as 30% after the company warned it was considering writing down the value of its assets by about R13 billion.
Unlisted Companies
Pioneer Foods which was bought out and delisted by PepsiCo in 2019, is to acquire the remaining 50% stake in Future Life health products following the initial 50% acquired in 2015. The stake will be acquired for an undisclosed sum from Future Life founder Paul Saad.
Heineken Beverages of South Africa has, according to a filing by Nigerian Breweries Plc to its shareholders, offered to sell its majority interest (via Distell International) in Distell Wines & Spirits Nigeria Ltd to Nigerian Breweries. The outcome of the brewers’ decision will be communicated to shareholders in due course.
South African ISP, Level-7 Internet, has acquired connectivity service provider Fliber. With the strategic acquisition, Level-7 Internet will leverage its expertise and resources together with Fliber’s strong community support to drive further growth and deliver enhanced services to customers.
25 May 2023
Exchange-Listed Companies
Life Healthcare is to acquire renal dialysis clinics in southern Africa of German dialysis specialist Fresenius Medical Care. The 51 clinics located in Namibia, Eswatini and South Africa will become part of Life Healthcare’s renal care programme.
With the liquidation of Conduit Capital’s largest insurance business, Constantia Insurance Company, the Group does not have the scale and capital to grow its remaining insurance businesses. For this reason, Conduit Capital is to dispose of Constantia Risk and Insurance to TMM for an aggregate cash price of R55 million. Part of the disposal payment will be kept in escrow to cover sales claims against Constantia Life should they arise.
The offer by Community Holdings to Jasco Electronics’ minority shareholders has been accepted in respect of 70,097,576 Jasco shares representing 19.08% of the total shares in issue, increasing the equity stake to 74.42%. The shares were acquired for a consideration of 16 cents per Jasco ordinary share, representing a 4% premium on the 30-day weighted average traded price of Jasco shares on 2 December 2022, the trading day preceding announcement. The delisting of Jasco was terminated this week on 23 May 2023.
Nampak has disposed of the property in Dar es Salaam which housed its Tanzanian manufacturing business prior to being wound down and closed. The property was sold to Canda (T) Investment Company for US$5,55 million.
Unlisted Companies
Edtech startup Play Sense, has secured an undisclosed funding from Grindstone Ventures. The preschool offers play-based learning through its micro-schools online platform. The funds will be used to enhance its franchise model and accelerate growth.
TSX-listed Dye & Durham, one of the world’s largest providers of cloud-based legal practice management software, has acquired Cape Town-headquartered GhostPractice in a deal in which the financial terms were undisclosed. GhostPractice is the largest provider of legal practice management software in South Africa and also serves law firms in Canada.
18 May 2023
Exchange-Listed Companies
Kibo Energy subsidiary, Mast Energy Developments (MED), has concluded a Heads of Terms agreement with regards to a joint venture with a new institutional investor-led consortium. Under the agreement, the institutional investor will inject all the required investment capital into the JV with an expected total of £33,6 million with no funding contribution required from MED which will provide the required projects into the JV. The projects, a portfolio of gas peaker plants with a combined generation output of c. 50 MW to be developed and/or acquired, are expected to be income generating within the next 12 months.
Dis-Chem Pharmacies is to acquire a 63,000m³ distribution centre in Gauteng for a purchase consideration of R502 million. The acquisition will increase its warehouse space by 75%.
Bayobab (MTN) and Africa50, an infrastructure investment platform headquartered in Morocco, have signed a partnership agreement to develop Project East2West, a terrestrial fibre optic cable network connecting the eastern shores of Africa to those on the continent’s west. The partnership will invest up to US$320 million connecting ten African countries over the next three years. The project will offer substantial improvements in data traffic for internet services providers, mobile network operators and hyperscalers operating in the affected countries. It is expected to cut latency by up to 65% on the east-to-west route.
In November 2021 Vodacom and Community Investment Ventures (57%-held by Remgro) announced a deal in terms of which Vodacom disposed of its FTTH and FTTB assets plus transmission assets into a new vehicle InfraCo holding CIVH assets including Vumatel and Dark Fibre Africa. Vodacom has a 30% stake in InfraCo which has since been renamed Maziv. The transaction’s longstop date has been extended to 30 November 2023. The deal remains subject to the approval of the SA competition authorities. The 180-day period within which Vodacom is entitled to exercise the VC Call option to increase its stake by a further 10% will expire on 30 September 2023.
Unlisted Companies
Draslovak a.s., a global leader in cyanide-based chemical specialities and agricultural chemicals, has acquired South African-based Blue Cube Systems for an undisclosed amount. Blue Cube develops, builds and sells real-time mineral analysers for application in mineral beneficiation processes.
Digital technology specialist e4 has been acquired by a consortium of private equity investors led by private equity fund manager Infinite Partners and including diversified financial services group, 27four. Financial details were undisclosed.
Port443, a South African cybersecurity startup, has secured undisclosed funding from investment firm Iziko2.0 with supporting funding from RMB Ventures. The investment will be used to expand Port433’s footprint into the Middle East and Africa region.
11 May 2023
Exchange-Listed Companies
Following the April announcement by the Takeover Regulation Panel on its findings into the investigation into companies including African Phoenix Investments and the settlement reached, African Phoenix Investments has made a mandatory offer to all shareholders of R6.41 per share for the remaining 51.2% stake (excludes concert parties) in enX. Shareholders holding 19.6% of the total shares in issue (again excluding concert parties) have provided irrevocable undertakings not to accept the offer. The offer price reflects a discount of R0.06 (0.877%) to the 30-day volume weighted average price of the enX share prior to the announcement.
Absa has acquired a minority stake in Khula! a local agri-tech startup founded in 2016. The app’s platform connects farmers to the retail, wholesale and export markets creating an ecosystem to address challenges across the agricultural value chain.
Through its subsidiary Alexander Forbes Financial Services, Alexander Forbes has concluded a binding agreement with TSA Administration to acquire a 60% stake in the risk insurance administrator for an undisclosed sum. TSA will operate as an independently managed unit within the group and Alexander Forbes has the option to acquire the remaining 40% of TSA over a period of five years. The purchase consideration will be settled in cash.
Steinhoff International is to dispose of its 50.1% stake (an economic interest of 45% on a fully-diluted basis) in the Mattress Firm to Tempur Sealy International. Under the terms of the agreement, Tempur Sealy will acquire 100% of the equity in the Mattress Firm for an enterprise value of c. $4 billion. The consideration will consist of c.$2,7 billion in cash and 34,2 million shares in Tempur Sealy. Following the transaction, which is expected to close in the second half of 2024, Steinhoff will indirectly own c.7.5% of the combined company. The share consideration received will be subject to a three month lock up. Proceeds from the sale will be used to repay financial indebtedness.
The Futuregrowth Community Property Fund (Old Mutual) has acquired Sam Ntuli Mall for an undisclosed sum. The acquisition of the property brings the Comprop portfolio to 24 shopping centres valued in excess of R7,3 billion.
The deal announced in July 2022 between Vukile Property Fund and the City of Johannesburg (COJ) for the acquisition by Vukile of the Pan Africa Shopping Centre has been terminated. Shareholders were advised that the COJ ‘failed to review and grant the amendment to the notarial head lease and to consent to the cession and assignment of the lease to Vukile”.
Unlisted Companies
Oakantswe Construction and Projects, a Pretoria-based, black women owned and managed electrical contracting firm, has received funding from the Abadali Equity Equivalent Investment Programme (EEIP) administered by Edge Growth. The funding will be used to enhance service delivery by reducing equipment hire costs and improving turnaround times and to establish an inhouse qualified team.
Mineworkers Investment Company through its venture capital initiative Khulisani Ventures, has announced a R25 million investment in healthcare technology company Quro Medical. The startup provides premium healthcare solutions at affordable rates such as the Hospital at Home Program, the first of its kind in Africa.
Black-owned and managed investment holding company Sithega has acquired a 62% stake in Legal Expenses Group Africa for an undisclosed sum. The remaining stake is held by Hollard. This is not the first time that Hollard and Sithega have stitched a deal together – in April 2019 Sithega acquired a controlling stake in Prescient from Hollard and anchor investors.
Afrihost, a South African Internet Service Provider, has acquire a majority stake in Home-Connect from CipherWave as consolidation of the local fibre market continues. Financial details were undisclosed.
4 May 2023
Exchange Listed Companies
Mining Companies took centre stage this week:
Gold Fields has partnered with Osisko Mining to develop the Windfall project in Québec, Canada. The companies will develop and mine the underground Windfall Project. Gold Fields has acquired a 50% interest in the feasibility stage for a cash payment of C$300 million with a further cash payment of C$300 million payable on issuance of key permits. Under the partnership Gold Fields has also acquired a 50% up-front vested interest in Osisko’s highly prospective Urban Barry and Quévillon district exploration camps – in exchange Gold Fields will fund the first C$75 million in regional exploration on the properties over the first seven years, thereafter exploration spend will be shared.
Glencore has announced the purchase of an 30% equity stake in Alunorte and a 45% stake in Mineracão Rio do Norte for a combined equity value of c.US$775 million. The acquisitions from Norwegian Norsk Hydro are inter-conditional. The Brazilian acquisitions provide Glencore with exposure to lower-quartile carbon alumina and bauxite – enhancing Glencore’s capability to supply the materials in the ongoing energy transition.
In February Sibanye-Stillwater, which had a 19.9% stake in Australian retreatment mine New Century Resources, made an unsolicited offer to acquire the remaining stake. The takeover offer of A$1.10 per share saw Sibanye’s stake increase to 87.64% by March 21, 2023. The company will now acquire all remaining shares that have not been validly accepted in the offer. Sibanye has been unhappy for some time with New Century Resources’ strategic direction. The transaction is valued at A$120 million (R1,5 billion).
Unlisted Companies
Local real estate company Only Realty Property Group has acquired a majority stake in Leadhome, a tech-driven, full service real estate agency.
27 April 2023
Exchange-Listed Companies
Capital Appreciation has acquired 100% of Dariel Solutions, the holding company of Dariel Software. The R131,2 million purchase price will be settled through cash (R85,3m) and Capital Appreciation shares (25,243,779 shares at R1,52 each, totalling R38,4m).
Unlisted Companies
The UK’s Card Factory, has acquired 100% of SA Greetings Corporation for £2,5m in cash. SA Greetings is a wholesaler of greeting cards and gift packaging. It operates 24 “Cardies” stores and owns a roll-wrap production facility.
Convergence Partners has acquired a stake in 42Markets, a financial and capital markets fintech investment group, for US$10 million. The investment was made through the recently closed, US$296 million, Convergence Partners Digital Infrastructure Fund. The capital will be used to speed up the development and expansion of its portfolio companies (Mesh, Andile and FXFlow).
Consumer rewards app, Maholla, has raised US$1,5 million in seed funding. Investors include the Buffet Group, Castleton Capital, Praesidium Capital Management and Galloprovincialis. Moholla’s app rewards users for scanning any receipt from any store. It then links the retail-agnostic shopping data to the consumer and provides a real-time understanding of what consumers are purchasing in SA.
13 April 2023
Exchange-Listed Companies
The results of GMB Liquidity’s November 2022 offer to Grand Parade Investments minority shareholders has closed, with an uptake of just 4.49%. Shareholders holding 21,107,480 PGL shares accepted the R3.33 per share offer. GMB Liquidity’s stake in the company has increased to a controlling 53.65%.
Stor-Age Property REIT is to acquire a 10% equity stake in a joint venture which has acquired the four property Easistore portfolio. The £4,4 million investment has been made along side Nuveen Real Estate which will hold 90% of the joint venture, providing Stor-Age with the opportunity to partner with the global investment manager. The company has the right of first refusal should Nuveen wish to exit any of the properties or portfolio.
Delta Property Fund is in the process of concluding the disposal of four office properties to DMFT Property Developers. The properties situated in Kimberley, Bloemfontein, Klerksdorp and Polokwane for a cash consideration of R50,8 million. The disposals are a category 1 transaction and so require shareholder approval. In a separate agreement Delta is to dispose of a property in Potchefstroom Central to Enaki Investment Holdings for R21 million.
Impala Platinum has concluded agreements to acquire a further 2.94% stake (8,543,294 shares) in Royal Bafokeng Platinum, resulting in an aggregate stake of c.44.48%.
Glencore has amended its unsolicited proposal to the Board of Canadian miner Teck by introducing a cash element to the all-share acquisition of Tech by the company followed by a demerger of the combined coal business. Teck shareholders would now own 24% of MetalsCo and US$8,2 billion. Glencore is also prepared to offer a combination of cash and/or CoalCo shares (up to a 24% stake) if all Tech shareholders were to elect shares rather than cash.
Wilson Bayly Holmes-Ovcon’s 2006 B-BBEE ownership transaction (Akani 1) is due to expire and will be wound up. The company proposes to establish a new scheme (Akani 2) and has entered into agreements with three trusts to whom it will issue 4,500,000 WBHO shares at a price of R0.01 per share. The shares, which will be held in a SPV, will be allocated as follows: 90% held by the BBESI Trust (employees of WBHO below a certain skill level and have been employed for five years), 8% by the ASI Trust (employees above a certain skill level) and 2% by the ADB Trust (for the benefit of black women, youth and those living in rural and under-developed areas).
Unlisted Companies
Agri-tech startup FarmTrace, a cloud-based farm management tool has received a significant equity investment from Secha Capital and Hassium Capital. The undisclosed sum will be used to grow the company’s capacity and bring about a next wave of farming cost savings, yield and efficiency improvements as the company serves more farms, more products as it grows its footprint.
5 April 2023
At last, and not a moment too soon, a busy week for the companies on South Africa’s stock exchanges.
Exchange-Listed Companies
Investec plc and Rathbones Group plc have reached an agreement regarding an all-share combination of Investec Wealth & Investment (Investec W&I UK) and Rathbones to create a leading discretionary wealth manager in the UK. Under the terms of the combination, Rathbones will issue new shares in exchange for 100% of Investec W&I UK. On completion, Investec will own 41.25% of the economic interest in the enlarged Rathbones Group, with voting rights limited to 29.9%. The terms of the combination imply an equity value of c. £839 million for Investec W&I UK. The transaction includes Investec’s wealth and investment businesses in the UK and Channel Islands but excludes those in Switzerland and South Africa.
Absa proposes to implement a c. R11,16 billion deal which will distribute a 7% stake in the company to a Corporate Social Investment trust (4%) and a further 3% to its staff trust. The company says that the CSI scheme and the SA Staff scheme will enhance its B-BBEE credentials to at least 25%. The 62,6 million shares (7%) will be sourced from the existing 16 million shares currently held in the Absa Empowerment Trust, 12,7 million of which were obtained as part of the separation from Barclays in 2017 (currently held by Newshelf 1405) and 46,6 million new shares which will be sourced through a specific issue of shares for cash to Newshelf 1405.
Glencore has made an unsolicited proposal to the Board of Canadian miner Teck, which contemplates an all-share acquisition of Tech by the company followed by a demerger of the combined coal business. Glencore and Teck shareholders would own c. 76% and 24% of the merged entities, respectively. The Teck Board has rejected the proposal advising its shareholders to do the same.
Outsurance Holdings, an 89,7% owned subsidiary of Outsurance Group, is to acquire 50% of a stake held by former CEO and founder of Outsurance Holdings in Australian insurance operation Youi. He holds an equity stake of 5.3%. The stake will be acquired for A$36 million in cash.
Omnia, via its subsidiary MBE, has signed a conditional sale and purchase of shares agreement with Indonesian MNK which will see the companies combine their explosive businesses in a move to enhance opportunity for growth and expansion in the global mining market. The joint venture will combine BME’s technology and innovative products and systems with MNK’s local networks, experience and resource, creating a highly differentiated and integrated offering with an expanded suite of products and services for both surface and underground mines.
Blackstone and the Board of Industrials REIT have reached an agreement on key financial terms of a possible cash offer to the company’s minority shareholders. Under the terms of the final offer, shareholders would receive 168 pence per ordinary share in cash. The companies expect to make a firm intention announcement by 14 April, 2023.
Old Mutual Alternative Investments fund, Hybrid Equity, has invested R150 million into Enable Capital, a funder in national fibre network infrastructure in South Africa. The investment allows Enable Capital to find solutions for specific challenges faced by the subcontractors involved in the physical construction and deployment of local, regional and national fibre network infrastructure in the country.
Hammerson plc has completed the disposal of its 25% stake in Italie Deux, a shopping centre in Paris and 100% of Italik extension for a cash consideration of €164 million. This represents a 4% discount to the December 2022 book value and a net equivalent yield of 5%.
Industrials REIT has disposed of its interest in German care home joint venture for £15,6 million. The disposal marks the transition for the company into a 100% UK multi let industrial business. For the past five years, the company has been disposing of assets valued in aggregate at c.£600 million as part of its strategy to dispose of non MLI investments.
Texton Property Fund has disposed of Alrode Industrial Park to Benav Properties for R50 million. The disposal proceeds will be used to repay debt and further develop its SME strategy.
Sirius Real Estate has disposed of a mixed-use business park in Wuppertal, in North Rhine Westphalia, Germany for €8,8 million.
In a related party announcement Visual International is to acquire a 20% interest in Tuin Huis, a residential property development company, for a nominal sum. Tuin Huis has undertaken two trial Infill Housing Projects in the Durbanville area. Visual will be responsible for building and/or project managing all the development projects undertaken by Tuin Huis at cost.
In another related party transaction, Grindrod has disposed of a London residential property to the Grindrod family for £1,65 million (R35,56 million). The reason for the disposal – the company no longer has London-based operations following the spin-off of Grindrod Shipping.
Oceana has advised shareholders that the disposal of the Commercial Cold Storage business, announced in October 2022 is now unconditional. In addition shareholders were informed that Mokobela Shakati, a member of the purchasing consortium had been replaced by Ntiso Investment, sponsored by Mcebisi Jonas.
Unlisted Companies
Peach Payments, a local digital payment service provider enabling seamless, secure transactions for business and consumers in Africa, is to receive €29 million in Series A funding from Apis Growth Fund II. Peach Payments currently operates in South Africa, Kenya and Mauritius. The funds will be used to expand its product offering and reinforce its merchant value proposition. Other investors in Peach include Launch Africa, AG Venture and UW Ventures.
30 March 2023
Exchange Listed Companies
Oando Plc has confirmed it has received an offer from its core shareholder Ocean and Oil Development Partners (OODP) to acquire the shares it does not already own in the company. Information contained in a company release in June 2022, stated that OODP held a 57.37% stake with minorities holding the remaining 42.63%. Under the scheme, shareholders will receive ₦7.07 in cash, representing a 58% premium to the last traded share price of Oando on 28 March 2023. In June 2022 a petition was filed with the Federal High Court, Lagos Division for and on behalf of Oando’s minority shareholders led by Venus Construction, requesting that the Court orders the buyout of their entire shareholding.
In accordance with its strategic review of operations, RCL FOODS has entered a binding agreement with EMIF II Investment, to dispose of Vector Logistics for a total cash consideration of R1,25 billion. Earlier this month, the Company resolved to separate its value-added branded businesses from its poultry and logistics operation in order to better position them for optimal growth as independent entities.
PBT Group subsidiary Halliard International Besloten Vennootschap is to dispose of its entire shareholding in Payapps, a global provider of construction payment management Software as a Solutions service. The acquirers, existing shareholders IFM Growth Partners, Saniel Ventures and the Jasper Foundation will pay A$14,35 million (R175,57 million) in cash for the stake. The group intends to distribute the net proceeds to shareholders in the form of a cash distribution.
Murray & Roberts United Kingdom has entered into an agreement with AvidSys Group, in terms of which the company will dispose of its 65% shareholding in Insig Technologies. The disposal consideration for the Perth-based mining technology company was A$1, with AvidSys assuming A$7 million of Insig’s liabilities.
The mandatory offer to Sable Exploration and Mining (SEAM) minority shareholders closed on 24 March with 428,233 shares tendered, representing a 9.8% equity stake in the company. PBNJ now holds 2,6 million SEAM shares representing 59,9% of its issued share capital.
23 March 2023
Exchange Listed Companies
Rand Merchant Bank (FirstRand) has acquired a 25% shareholding in Remgro’s Ubiquity Energy platform, a strategic energy focused investment vehicle. Ubiquity is the holding company of Energy Exchange of Southern Africa (Energy Exchange). Energy Exchange is a NERSA licensed electricity trader, offering corporate customers an attractive, renewable, alternative source of electricity produced by independent power generators.
Equites Property Fund has sold two distribution centres in the UK to an investment fund managed by New York headquartered Clarion Partners Europe. The distribution centres, located in Peterborough were sold for a cash consideration of £51,81 million. The sale will release net cash proceeds of c. R1 billion, lower the loan-to-value ratio across its portfolio, increase the weighted average lease expiry of the portfolio and enhance the growth profile of distributable earnings per share over the long term.
Capital & Regional Plc has confirmed the sale of its interest in The Mall, Luton shopping centre to SDI (Luton) for £58 million.
Schroder European Real Estate Investment Trust has acquired, for €11m, a freehold industrial warehouse in Alkmaar, the Netherlands, reflecting a net initial yield of 5.6%. Commenting on the acquisition the company said “this was a rare opportunity to acquire a highly sustainable asset with a strong and visible income profile that enhances the Company’s sector weighting, average unexpired lease term and credit strength”.
Sibanye-Stillwater is to provide A$30 million in financial support to New Century Resources following the suspension of operation at the Century mine due to extreme weather impacting Northern Queensland. In February, Sibanye announced a takeover bid to acquire up to 100% of New Century’s share capital through an off-market transaction. The offer will close on 11 April 2023. As of 21 March, Sibanye’s interest in New Century has increased to 87.64%.
9 March 2023
Exchange Listed Companies
Sea Harvest Aquaculture (Sea Harvest) which currently owns a 54% stake in Viking Aquaculture, a vertically integrated, sustainable abalone producer is to acquire a further 28%. Viking has farms in the Western and Northern Cape and two vertically integrated oyster farming operations in South Africa and Namibia. Minority shareholders Viking Fishing Group Administration and Odin Investments, holding 18% and 10% respectively, will sell their stakes to Sea Harvest in a deal valued at R210 million.
At last Heineken International has received Competition Tribunal approval for its acquisition of JSE-listed Distell – a complex deal over several jurisdictions valued at c.R39,5 billion. The deal was first announced in November 2021. The expected termination of Distell’s listing on the JSE is 28 April 2023. The company has accordingly postponed its AGM which was due to be held on 17 March as the company will now be preparing for and implementing the various pre-scheme transactions – required to be implemented before the scheme of arrangement between Distell and its shareholders can be implemented. The AGM has been rescheduled to 18 May 2023.
The original deal to acquire the remaining shares in Premier Fishing and Brands announced in early December via a scheme of arrangement has been amended. Initially African Equity Empowerment Investments (AEEI) made the offer to acquire the remaining 6.14% stake (15,976,380 shares) at R1.60 per offer share. The Takeover Regulation Panel has agreed to the substitution of the offeror with Sekunjalo Investments which controls AEEI.
Exemplar REITail has acquired from related party McCormick Property Development, a 50% undivided share in Mamelodi Square. The consideration payable for the stake is R116,5 million.
In early December 2022, Brait, the owner of Premier, backtracked on its plans to list the food manufacturer on the main board of the JSE, giving as its main reason an unconducive capital market environment. Instead, Brait said it would sell its shares to Titan and RMB. Informing shareholders, Brait now says it has been approached by a group of institutional investors who will commit to participate in an IPO by Premier. Brait says it is considering its options.
RCL Foods has disclosed it may dispose of its Vector cold chain distribution business following engagements with a potential buyer. The company, majority-owned by Remgro, did not give any further details.
2 March 2023
Exchange Listed Companies
MultiChoice has entered into an agreement with Nasdaq-listed Comcast subsidiaries NBCUniversal and Sky to form a new partnership. The new Showmax Group will be 70% owned by MultiChoice and 30% by NBCUniversal and will build on Showmax’s success to date. The service will combine MultiChoice’s accelerating investment in local content with an extensive pipeline of international content licensed from NBCUniversal and Sky.
Sanlam’s private equity arm has, through its SPE Mid-Market Fund 1, acquired a controlling interest in SkipWaste, a leading provider of integrated waste management solutions. Financial details were undisclosed.
Nikkel Trading 392 has advised Brikor that it has entered into written agreements with major shareholders of the company to acquire 567,57 million shares (representing a 67.7% stake) at a price of R0.17 per share. The first tranche (34.1%) will be settled immediately while the second tranche representing 33.5% will be conditional on a number of suspensive conditions. On implementation, an offer to minorities will be triggered.
Investec Property Fund alerted shareholders to three corporate actions. It is proposing to internalise the asset management function for an aggregate purchase price of R975 million, settled from the sale of disposal properties. In addition, the property fund has acquired a further 19% interest in the Pan European Logistics Platform Hercules Hex Holdco for a gross consideration of €103,8 million representing an implied asset yield of 4.9% and gross asset value of c.€1,1 billion. The fund has established a 50/50 joint venture with the management team of the Irongate funds management business and buy out the Irongate Australia Fund Management Platform from Charter Hall. At the same time, it will acquire an 18.67% equity interest in the remaining Templewater Australia property fund which will be managed by the platform.
Two deals announced during 2022 have been terminated this week:
Altron has notified the market that its category 2 transaction relating to the disposal of its business interest in Altron Document Solutions and its associated subsidiary Genbiz Trading to Bi-Africa Investment Holdings for R538 million, has been terminated. The deal, announced in March 2022, will not proceed even though regulatory approvals were received. The reason given, is that the parties could not conclude a distribution agreement satisfactory to both parties.
In December 2022 Sebata entered into a sale of shares agreement with Hellochoice to dispose of its 55% controlling stake in Freshmark Systems for a disposal consideration of R24,75 million. The deal has been terminated as a result of obligations not being met by the purchaser as per suspensive conditions in the agreement.
Unlisted Deals
Lescault and Walderman, a US firm providing technology-driven accounting and finance services to small and medium businesses, has acquired a majority stake in local AWCape and a minority stake in Applico – both Sage business partners in their respective regions.
23 February 2023
Exchange Listed Companies
Sibanye-Stillwater which has a 19.9% stake in Australian retreatment mine New Century Resources, has made an unsolicited offer to acquire the remaining stake. The reason given for the offer is that Sibanye is unhappy with the company’s strategic direction and this tailings retreatment and recycling mine fits nicely into Sibanye’s ‘circular economy’ strategy. At an offer price of A$1.10, representing a large premium, the company will pay up to A$120 million (R1,5 billion) if the deal is accepted.
Delta Property Fund’s announced deal to dispose of a property situated at the corner of CJ Langehoven and Cape Road, Gqeberha has been terminated. The sale of the property to Rivadex has been cancelled due to the purchaser’s inability to meet their obligations relating to the cash disposal consideration of R38 million.
Planet42, the car subscription startup addressing transport inequality by putting cars in the hands of people who are unable to access traditional bank credit, has raised $100 million in combined equity and debt funding. The $15 million equity round was co-led by Naspers and ARS Holdings with participation from existing and new shareholders.
16 February 2023
Exchange Listed Companies
The terminated 2022 deal between Murray & Roberts (M&R) and Italian group Webuild for the R445 million disposal by M&R of Clough Australia, is back on. Creditors have followed the recommendations of the administrators and voted in favour of the deal bringing an end Clough’s voluntary administration process.
Sanlam’s partial offer to shareholders for the acquisition of up to a 43.9% stake in Afrocentric Investment has been exceeded with acceptances representing 46.4% being received. Sanlam made the offer in October 2022 at R6.00 per share.
Acsion has acquired an unoccupied industrial property in Pilea, Greece for a cash consideration of €9,24 million. The property was previously owned by a Greek company in liquidation, Philkerman-Jonson.
Equites Property Fund has acquired from Shoprite the logistics campus in Canelands, KwaZulu-Natal. The acquisition cost of the existing campus is R560 million with a further R78,25 million payable for undeveloped land and costs already incurred by Shoprite in respect of the Development Lease Agreement.
Metrofile has acquired an additional 15% stake in E-File Masters, the legal entity for Metrofile Middle East which is headquartered in the UAE. The additional stake, the value of which was undisclosed, increased Metrofile’s shareholding to 95%.
In a proposed transaction, Attacq will dispose of a 30% stake in Attacq Waterfall Investment Company (AWIC) to the Government Employees Pension Fund (GEPF) for an estimated cash consideration of R2,5 billion. In addition, the GEPF will inject a further R300 million into AWIC as a shareholder loan. Should the transaction be implemented, Attacq will retain control of AWIC and continue to provide asset management and administration services to AWIC at market-related fees.
Spear REIT has disposed of the property known as the Liberty Life Building in Century City, Cape Town to Capitec for R400 million. The sale provides Spear with rebalancing opportunities and an investment bias towards industrial warehousing, logistics and retail assets within the Western Cape.
Unlisted Companies
Moshe Capital, a black-women-owned firm, is to take a 20% stake in Pragma Holdings, an engineering services company to local and international companies across various sectors from mining to retail.
Engen and Vivo Energy are to combine their respective African businesses to create one of the continent’s largest energy distribution companies. The combined group will have over 3,900 service stations and more than two billion litres of storage capacity across 27 African countries. Petronas will sell its 74% shareholding in Engen to Vivo Energy at completion while Phembani will remain invested as a 21% shareholder in Engen’s SA business.
9 February 2023
Exchange Listed Companies
Anglo American is to acquire a 9.9% stake in Canada Nickel Company which owns the Crawford nickel project in Ontario, Canada. The undisclosed investment is part of Anglo’s approach to expand its nickel offering with additional battery-grade nickel for use in electric vehicles. Anglo will apply its FutureSmart Mining™ technologies to ore samples with the aim of assessing opportunities to improve processing recoveries and reduce the project’s overall energy, emission and water footprint.
Old Mutual asset manager Futuregrowth has invested in prop-tech startup platform Flow Living. Futuregrowth was the lead investor in the US$4,5 million pre-series A funding round alongside Kalon Ventures, Vunani, Endeavour, CRE Venture Capital among others.
Sanlam announced two deals at the end of last week. Through its subsidiary Sanlam Life, Sanlam will acquire a 26% interest in Capital Legacy by disposing of Sanlam Trust to Capital Legacy for R390 million in exchange for shares in Capital Legacy. It will also subscribe for further shares in Capital Legacy for R720 million in cash. Sanlam already has exposure to Capital Legacy through its 25% shareholding in Africa Rainbow Capital Financial Services Investments which itself holds (a diluted) 25% stake in Capital Legacy. Sanlam also announced the decision to acquire the remaining 38% stake in BrightRock; it first invested in the life insurer in 2017.
Thungela has announced a deal to acquire an 85% interest in the Ensham thermal coal operation in Queensland, Australia. The deal, implemented through a new company Sungela Holdings, comprises an equity investment of A$267 million and a mezzanine loan of A$68 million to the co-investors representing R4 billion. The stake will be acquired from Idemitsu with LX International holding the remaining shares.
Speculation regarding the possible sale of its subsidiary, PPC Zimbabwe for c. US$200m has been dismissed by PPC saying that it regularly receives unsolicited approaches for various parts of its businesses. Any developments on these unsolicited approaches it said, would be shared with the market via official channels. Nevertheless, the market responded positively with the share price up 21% on the rumours.
The proposed delisting of Premier Fishing and Brands from the JSE by majority shareholder African Equity Empowerment Investments (AEEI) announced in December has hit a regulatory snag – the JSE has advised AEEI that the deal constitutes a related party transaction. That is because AEEI is buying up the remaining 6.14% from minorities at R1.60 per share. Rather than delay the transaction – the circular must be updated – AEEI is considering replacing itself with Sekunjalo Investment Holdings as the offeror. Sekunjalo is the holding company of AEEI.
2 February 2023
Exchange Listed Companies
Novus Print (Novus) has announced it is finalising the disposal of its Linbro Park Properties which have been carried as an asset-held-for-sale since March 2021. The disposal for R125 million is to Micasa Asset Management. The properties, situated at 46 and 48 Milky Way Drive in Linbro Park have a book value of R109,9 million. The disposal is classified as a Category 2 transaction and therefore does not need shareholder approval.
Accelerate Property Fund has disposed of the Ford Fourways Building to Hatfield Property Holdings. The property is valued at R87,1 million and is being sold for a maximum cash consideration of R80 million at a yield of 8.9%.
Ellies has announced the proposed acquisition of Bundu Power from shareholders for a maximum consideration of R202,6m. Bundu Power specialises in the distribution and rental of generators as well as the distribution and installation of solar and ancillary products providing alternative energy solutions. This is a category 1 transaction in terms of the JSE Listing Requirements and as such requires the approval shareholders.
Unlisted Companies
Vantage Capital, Africa’s largest mezzanine fund manager has successfully closed its fourth mezzanine fund, securing a total of $377 million of commitments from a mix of European and US-based commercial investors and development finance institutions who include IFC, BII, SIFEM, DEG, Norfund, Swedfund and EIB.
Convergence Partners’ Digital Infrastructure Fund has closed a funding round raising $296 million (R5,15 billion). The round was backed by existing and new investors based in Europe and Africa.
Phatisa a local, sub-Saharan African private equity fund manager has acquired a significant minority stake in MHL International, a subsidiary of India’s Manipal Group. MHL is a printing and packaging provider with strong exposure to the food and beverage sector with operations in Kenya and Nigeria. Phatisa’s investment, details of which were undisclosed, will be used to finance expansion opportunities.
14 December 2022
Exchange Listed Companies
Following the detailed cautionary in June, the Alviva Board has received a firm intention offer to acquire all the issued shares in the company not already owned by the Consortium (Tham Investments, P Ramasamy, Day One Asset Management and certain members of the management team). The proposed transaction is a cash offer of up to R2,56 billion for a purchase consideration of R28.00 per Alviva share, representing a 45% premium to the 30-day VWAP of R19.29. The transaction will result in Alviva becoming a majority black-owned privately held company. Shareholders can expect to receive a circular around December 23, 2022.
African Equity Empowerment Investments (AEEI) has made a firm intention announcement to acquire the 6.14% equity stake (15,976,380 shares) in Premier Fishing and Brands (PFB) held by minority shareholders. The stake represents the outstanding shares in PFB not held by AEEI excluding the 37.63% stake held by Sekunjalo Investments (3,57%) and 3Laws Capital South Africa (34.06%). AEEI which currently has a 56.23% stake will acquire the scheme shares for R1.60 per share and will delist PFB from the JSE, citing illiquidity and low free float as reasons.
PBT Group has disposed of its entire investment in preference shares held in Yonex Investments (a B-BBEE company) to Sanlam Investment Management for R53,3 million. PBT intends to distribute R31,5 million of the disposal consideration by way of a special distribution to shareholders.
Northam Platinum has increased the maximum cash component consideration in relation to its offer to shareholders in Royal Bafokeng Platinum from R10 billion to R17 billion. The offer price remains at R172,70 per share (R180,50 less dividend paid), substantially higher than Impala Platinum’s offer made in December 2021 to RBPlat shareholders of R150 per share – R90 in cash and 0.300 ordinary Impala Platinum shares per RBPlat share (R60).
Hybrid Equity, a division of Old Mutual Alternative Investments (Old Mutual), has invested a further R420 million to increase its stake in Mulilo. Hybrid Equity made its first investment in 2015 when it invested R120 million in the South African renewable energy developer.
The results of the general offer by Heriot REIT to purchase Safari Investments RSA shares has closed with acceptances from shareholders holding 23,664,848 Safari shares representing 7.6% of the total shares in issue. Following the closing, Heriot and concert parties hold 40.7% of the total share in issue.
Delta Property Fund continued with its disposal programme, selling the property situated at 28 Central Road in Kimberley. Known as Beconsfield, the property was acquired by Dino & Lambro Investments for R22,1 million. The proceeds will be utilised in the reduction of debt.
Shoprite has informed shareholders that following the Competition Tribunal’s findings, the August 2021 acquisition by the company of Massmart stores has been approved with certain conditions to address competition and public interest concerns. The ruling sees the exclusion of 15 stores, the majority of which are to be separately divest of by Massmart to small or medium-sized businesses. The final transaction which will be effective on 9 January 2023 will include 42 Cambridge Food and Rhino Cash and Carry stores (including adjacent liquor stores), two Fruitspot facilities, the Massfresh Meat business and 12 Masscash Cash and Carry stores.
Despite best efforts on the part of Adcorp management to dispose of AllaboutXpert Australia for a fair and reasonable price, the Australian subsidiary has been placed in voluntary administration. The business, on a consolidated basis, contributed less than 1.7% of the group’s revenue for the six months ended 31 August 2022.
Unlisted Companies
Epiroc, a Swedish productivity and sustainability partner for the mining and infrastructure industries, is to acquire Pretoria headquartered Mernok Elektronik. Mernok designs and produces proximity detection technologies and collision avoidance systems for customers based primarily in Africa. The acquisition is expected to be completed in the first quarter of 2023.
Tabono Investments, an investment company in Africa with experience in mining, logistics and recycling, and ACE Green Recycling, a US-based recycling platform for battery materials, are to form a joint venture to build and operate two environmentally sustainable battery recycling facilities in South Africa.
BOS Brands has secured an undisclosed sum of additional growth equity from an investment consortium to fund the expansion of the BOS Ice Tea brand into the UK from its established base in Europe. The consortium includes Siya Kolisi, his wife Rachel Kolisi, the Banducci family and a follow-on investment by the Ferguson family in the UK.
8 December 2022
Exchange Listed Companies
Anglo American is to go ahead with a deal first disclosed in June which will see the miner combine its nuGen™ Zero Emissions Haulage Solution (ZEHS) with US specialist engineering company First Mode (the company that partnered with Anglo to develop ZEHS). In addition, Anglo will provide equity funding of US$200 million into First Mode which will accelerate the development and commercialisation of ZEHS. On completion of the transaction, the business will be valued at US$1,5 billion and Anglo American’s stake in First Mode will increase from 10% to a majority shareholding.
Jasco Electronics is in discussions with its major shareholder, Community Holdings No 1 (CIH) with regards to its intention to make a general offer to minorities to acquire the remaining shares in Jasco. The purchase offer per share of 16 cents represents a 4% premium on the 30-day VWAP of Jasco shares on 2 December 2022.
Sabvest Capital has acquired a 39.3% equity interest in Valemount Trading, a manufacturer and distributor of products for the local pet market, from R & K Trust. The equity purchase consideration will be determined in accordance with an earnings and cash/debt formula calculated on 28 February 2023.
The Premier board and its shareholders (Brait) have decided not to proceed with the initial public offer and listing of the company on the JSE due to current unfavourable capital market conditions. Rather, as noted in the pre-listing statement, Titan and RMB will, in specified proportions, acquire the unlisted ordinary shares in Premier from Brait for an aggregated consideration of R3,5 billion by way of a private sale of shares.
The deal between Murray & Roberts and Webuild announced in early November has been terminated. M&R was to dispose of its interest in Clough Australia. In terms of the deal Webuild would inject A$30 million into cash strapped Clough to avoid placing the company under voluntary administration. The implementation of the loan did not take place resulting in Clough being placed into voluntary administration.
Unlisted Companies
Montfort Group, a global commodity trading and related-asset investment company, has entered the local energy market with the acquisition of a 49% stake in New Age Energy, a B-BBEE company focused on the reliable import, export and distribution of safe and high-quality energy products. The new partnership will see Montfort introduce its brand, products and services to the South Africa market.
CodiumX, an IT investment group headquartered in Johannesburg, has acquired a stake in local data analytics company Intellinexus. The deal will help the company achieve its ambitious target of five to 10 times growth over the next two years through organic growth and acquisitions.
Swiss media group Ringier is to acquire almost all outstanding shares in Cape-headquartered Ringier One Africa Media (ROAM) from co-shareholders SEEK, and minority shareholders Jabavu and Ceatonia. The deal strengthens Ringier’s long-term investment in certain digital marketplaces in sub-Saharan Africa
Connect, a UK cloud communications expert has acquired Pivotal Data and illation as it seeks to increase its presence in the South African market. Financial details were undisclosed.
Atlantis Foods, SA’s frozen seafood distribution company, has acquired Snoek Wholesalers in a deal which will scale the company’s operations and revenue. Snoek Wholesalers represents global brands such as Marfrio and Leroy in SA and sources fish from Peru and China for processing.
Host Africa, the Cape-based hosting business leading in Cloud Server solutions in South Africa, has acquired Kenyan hosting company EAC directory. Financial details were not disclosed.
Automation startup Synatic has raised US$2,5 million in a seed extension round to grow its footprint in the US in preparation for a Series A round. The round was led by Allan Gray E-Squared Ventures and UW Venture. Synatic provides complete solutions for the data integration market, offering a low-code/no-coder/your-code solution to simplify the integration of internal and external data sources.
South African venture capital fund management firm Fireball Capital has, alongside a fund advised by the Development Partners International Fund, invested in Ukheshe International, the UK-headquartered fintech enabler.
1 December 2022
Exchange Listed Companies
Murray & Roberts (M&R) is to sell its stake in the Bombela Concession Company (BCC) to Amsterdam-based Intertoll International. M&R will dispose of its 33% stake in BCC together with the Murray & Roberts BCC Financing Company which holds a further 17% stake in BCC for a total purchase consideration of R1,39 billion, payable in cash.
Following the conclusion of its strategic plan to unlock shareholder value, Etion will proceed with the repurchase of all ordinary shares in the company (excluding those shares held by Garlotrim) by way of a scheme of arrangement for a cash scheme consideration of 55.58 cents per share for an aggregate purchase consideration of R313,72 million. Following the delisting of the company from the AltX Board of the JSE, scheme participants will receive an agterskot payment, the total amount of which is equal to a maximum of R17 million.
A consortium (Newco) of commercial cane growers have submitted an expression of interest to acquire certain assets of Tongaat Hulett which is in business rescue. The proposal to acquire operating mills, refinery, animal feeds and brands aims to ensure the survival of farming operations linked to Tongaat’s operations in the North Coast of KwaZulu-Natal. Funding arrangements are still to be secured.
Unlisted Companies
Bushveld Energy, a subsidiary of Bushveld Minerals, a South African vanadium producer and energy storage provider, has disposed of its 51% stake in VRFB to London-based Mustang Energy. VRFB is a 50% shareholder in Enerox, an Austrian-based vanadium redox flow battery manufacturer. The transaction, valued at US$19,4 million, will be settled by the issue of 79,4 million new Mustang shares to Bushveld Energy.
South African end-to-end information and communications technology company Redwill ICT has acquired Opentel, a local fibre and wireless internet service provider (ISP).
Chariot, an African focused transitional energy company, has formed a joint venture through a 25% stake in a new SA electricity trading company Etana Energy. Other shareholders include Nerua Group (49%), H1 Holdings (21%) and Meadows Energy (5%). Etana Energy has been granted an electricity trading licence by the NERSA.
Local healthtech startup LIQID Medical has secured R30 million in investment from the SAB Foundation. A medical device development company, LIQID Medical will use the funds to further the development of three core devices (OptiShunt, iPortVR and iFlow) which offer clinically effective, cost-saving and quality-of-life-improving solutions for glaucoma.
Investment Fund for Developing Countries (IFU), a Development Financial Institution owned by the Government of Denmark, has exited its investment (in the form of loan capital) in local blubbery exporter United Exports.
24 November 2022
Exchange Listed Companies
EPE Capital Partners has announced that Ethos Private Equity is to merge with New York-headquartered global asset management firm The Rohatyn Group (TRG). TRG has c.US$6 billion assets under management and with the merger this will increase to c.$8 billion. Combining forces will deliver a larger array of investment solutions to LPs of both firms. Financial details were undisclosed.
Sun International has acquired a further 7.8% stake in Grand Parade Investments (GPI). The stake was acquired from Value Capital Partners for R128,2 million representing R3.50 per share. Prior to the transaction SISA held a 13,3% stake in GPI.
African Infrastructure Investment Managers (Old Mutual) has committed US$34 million into Kenya’s Road Annuity Programme (RAP) through its pan-African AIIF4 fund. The fund has acquired a 74% stake in Lots 15 and 18 of the RAP from Portuguese firm Mota-Engil. In another transaction, AIIM has agreed to provide an initial equity funding of up to $90 million to support the establishment of a new renewable energy platform NOA Group to deliver net zero energy solutions for Africa.
Unlisted Companies
PAPW Fund 3, a mid-market South African private equity fund, has acquired a majority stake in Scamont Investment Holdings, a local engineering OEM specialising in the manufacture, distribution and servicing of positive displacement slurry pumps and multistage centrifugal pumps.
Carlyle, a global investment firm, has agreed to sell its majority stake in Amrod to Oppenheimer Partners. Amrod is a supplier of branded promotional products in South Africa. The financial details were not disclosed.
17 November 2022
Exchange Listed Companies
NEPI Rockcastle has entered into a binding agreement to acquire the Atrium Copernicus Shopping Centre in Poland from Atrium Retail. The transaction, for €127 million, includes the adjacent development property. The deal will be funded from existing cash resources.
Delta Property Fund has disposed of its property situated at 96 First Avenue in Greyville, Durban commonly known as Standard Bank Greyville for a cash consideration of R44 million.
Impala Platinum has advised Royal Bafokeng Platinum shareholders that it has extended the closing date of the offer to at least 15 December 2022 and the long stop date to 30 December 2022.
Unlisted Companies
Condra, a local leader in crane and hoist manufacture, has acquired iTek Drives, a distributor of the Optidrive range of variable frequency drives. The acquisition secures for Conddra the supply of a key crane component and reinforces iTek’s position as an important sales partner of Invertek Drives, a UK-based manufacturer of the Optidrive product range.
Technology consulting firm BSG has announced the investment in the company by Mteto Nyati. The former Altron CEO who has taken a 40% stake for an undisclosed sum will become the business’ new executive chairman.
Local healthcare startup Contro, has secured R10,1 million in an oversubscribed pre-seed funding round. Investors included Plug & Play, iCubed Capital, WZ Capital and the Jozi Angels Network. In addition, the telehealth startup received grant funding from i3 fund which is backed by the Bill & Melinda Gates Foundation. The funds will be used to further develop its platform and expand its services.
10 November 2022
Exchange Listed Companies
Resource counters were in the spotlight this week making the headlines on two occasions
Northam Platinum announced on Wednesday, exactly one year to the day after the announcement of the initial acquisition of a 32.8% stake in Royal Bafokeng Platinum (RBPlat), that it would bid for control of RBPlat in a voluntary offer worth R31,7 billion. The offer of R172.70 per RBPlat share is on the same terms as its acquisition made in November last year, less the dividend paid out by RBPlats. The offer (cash and shares) is significantly higher than that of Impala Platinum of R150 per share (R90 per share plus 0.3 shares in Impala). The minimum cash consideration offered by Northam is R54.40 assuming full acceptance of the offer, however, if acceptance rates are low, then the full amount will be paid in cash. Northam currently owns 34.52% of RBPlats (37.8% if call options granted are exercised) with Impala having secured 40.71%. The Public Investment Corporation stake of 9.42% makes it an important cog in this bidding war. As a category one transaction in terms of the JSE Listing Requirements, Northam plans to issue a circular by December 7 with shareholder approval required in due course.
Gold Fields has terminated its proposed acquisition of Yamana Gold following the recommendation by the Yamana Board to its own shareholders to accept the recently announced competing bid from Pan American Silver and Agnico Eagle Mines. One can’t help feeling that Gold Fields has dodged a bullet – for months Gold Fields has been trying, with limited success, to persuade its shareholders that it was not overpaying for the Canadian assets. Had shareholders not voted in favour of the $6,7bn deal later this month, Gold Fields would have had to pay Yamana a break fee of $300 million – the turn of events will see Gold Fields and its shareholders benefitting from Yamana’s termination fee.
Murray & Roberts (M&R) has signed an agreement with Webuild, an Italian construction a civil engineering group, to dispose of its interests in Australian company Clough, which has for some time experienced acute working capital pressures. Although the business is valued c.A$350 million, the cancellation of an outstanding intercompany loan account will see M&R receiving just A$500,00 in cash.
GMB Liquidity has made a mandatory offer to minority shareholders of Grand Parade Investments (GPL) at an offer price of R3.33 per share – in line with the current market price. The recent on-market acquisition of GPL shares by GMB increased its stake to 35.14%, over the 35% threshold requiring GMB to make mandatory offer. It is however, not GMB’s intention to apply for the delisting of the company from the JSE.
African Equity Empowerment Investments has entered into a small, related party transaction with majority shareholder (66%) Sekunjalo Investments to dispose of 1,188,916 ordinary shares in Sygnia.
Unlisted Companies
In a statement released this week, the Competition Commission has prohibited the proposed deal by Amsterdam-based AkzoNobel to acquire Kansai Plascon Africa and Kansai Plascon East Africa saying it would substantially lessen competition in the manufacturing and supply coatings market.
3 November 2022
Exchange Listed Companies
Yet another quiet week on SA’s exchanges – one would be forgiven for thinking the migration of Corporate SA to the coast was already underway:
RMB Corvest, Rand Merchant Bank’s (RMB Holdings) private equity arm, has invested an undisclosed sum in Sedgeley Energy, a solar photovoltaic solutions provider based in Namibia. The deal provides Sedgeley Energy with liquidity required to support its long-term growth plans.
Shoprite has invested an undisclosed sum in local SA tech startup Omnisient. The investment was made in an undisclosed expansion round with participation from Buffet Investments, KLT, One5 and ENL. Omnisient enables businesses to use consumption data to create new revenue streams.
The sale by Tradehold of its rental enterprise to Dulu Holdings, announced to shareholders in September this year, has been terminated following the non-fulfilment of various conditions precedent.
Unlisted Companies
Sika South Africa, a manufacturer and distributor of a range of construction chemicals, has acquired a majority stake in Italian manufacturer Index Construction Systems and Products. The deal expands Sika’s bitumen product range and boosts its position not only in Italy but also in Europe.
The Industrial Development Corporation has increased its shareholding in Mozal Aluminium from 24% to a 32.45% equity stake.
27 October 2022
Exchange Listed Companies
It was another quiet week on SA’s exchanges:
Altron subsidiary Altron TMT is to dispose of its ATM hardware and support business of ATMT’s Altron Managed Solutions division. The unit will be acquired by NCR Corporations’ South African subsidiary Spark ATM Systems. The purchase consideration is capped at $10 million.
Emira has published the results of its offer to minority shareholders to acquire Transcend Residential Property Fund. Prior to the offer, Emira held a 45.18% stake in the property fund. The offer was accepted by shareholders owning 22.98% of the shares in issue resulting in an increase in its shareholding to 68.11%.
Spear REIT has disposed of its wholly-owned subsidiary Blend Property 15, the owner of 15 on Orange, to Zimbali Coastal Resort, a Resrev Malta subsidiary, for a consideration of R246 million. The disposal is in line with Spear’s stated strategy to exit the hospitality sector. The disposal consideration represents a 7% discount to the call option price. The funds will be used to settle debt.
Unlisted Companies
acQuire Technology Solutions, a Perth headquartered company, has acquired MTS, a South African-based company specialising in people-centred technology and advisory services such as ESG performance information.
Hlayisani Capital, a local private equity firm, has acquired a minority stake in Tractor Media, a digital outdoor media company. The investment will be used to acquire key sites, new portfolios and invest in advanced and cutting-edge technologies.
Local investment holding company Tabono Investments, has acquired a stake in Advanced Group, a risk management, mitigation and emergency response specialist in the mining sector. Financial details were not disclosed.
Grands Chais de France, French wine giant, has acquired Stellenbosch winery Neethlingshof. Financial details were undisclosed.
Stonehage Flemming, the British multi-family office, is to acquire South African-based investment firm Rootstock Investment Management in a deal which will boost the UK firm’s assets under management.
Inospace, a local owner and operator of serviced logistics, has acquired two properties located in Airport Industria in Cape Town. The properties Sky Park and Alkin Park will be rebranded and integrated into Inospace’s network of sites. The assets were acquired from a family office selling its SA assets. Financial details were undisclosed.
20 October 2022
Exchange Listed Companies
Announcements on merger and acquisition activity by South Africa’s stock exchange listed companies took a back seat this week with the focus of company releases on financial results. However, the following was announced:
OneLogix has announced details of the management buyout, a deal first proposed in a cautionary announcement to the market in December 2021. Minorities are being offered R3.30 per share, a 17% premium to the 30-day VWAP of R2.82 on October 19 and a 37.5% premium to the closing price on the day preceding the first cautionary announcement in 2021. Extremely low liquidity is the motivation for the proposed delisting, which makes the stock unattractive to institutional investors.
Afrimat has exercised its option to acquire 100% of the shares in Glenover Phosphate for a purchase consideration of R300 million. The option formed part of the company’s deal in December 2021 when it purchased certain assets and the right to mine selected deposits at the Glenover mine. The acquisition positions Afrimat to enter new commodities aligned with global trends relating to the advancement of technology such as electric vehicles.
Delta Property Fund is to dispose of Enterprise Park, located at 15 Simba Road in Sunninghill. Delta will receive R39 million from the sale – the property was valued at R45,4 million in February this year. The sale is a category 2 transaction and as such is not subject to shareholder approval.
Unlisted Companies
MRI Software, a US-headquartered provider of real estate software solutions, has acquired Johannesburg-based TPN Group, a registered credit bureau serving the residential, commercial and educational markets in South Africa. Financial details were undisclosed.
Kasada, a local real estate private equity platform focused on hospitality in sub-Saharan Africa, has acquired The Lamantin Beach Resort & Spa located in Saly, Senegal. Financial details were not disclosed.
Spatialedge, a Stellenbosch-based AI solutions provider, has acquired tech startup Cape AI which assists businesses to make smart decisions through the use of AI technology.
Strove, a local wellness startup, has secured undisclosed funding from Lifetime Ventures, a Japanese venture capital firm. Funds will be used to further develop its product and service offering to improve the holistic wellbeing of employees.
13 October 2022
Exchange Listed Companies
Sanlam has made an offer to take control of black-owned JSE-listed investment holding company AfroCentric Investment (ACT). The offer is conditional on Sanlam acquiring a minimum of 36.6% and a maximum of 43.9% shareholding in ACT from minorities at an offer price of R6.00 per share – a premium of 49.01% to the 30-day VWAP. Currently Sanlam, through its subsidiary Sanlam Life, holds a 28.7% stake in ACT Healthcare Assets (AHA) which it acquired in 2014 giving it an effective 27% stake in Medscheme. As part of the transaction, Sanlam will transfer its shareholding in AHA to AfroCentric in exchange for a 28.7% stake in AfroCentric. The deal will see Sanlam expand its client proposition to provide a more holistic product offering.
Grindrod Shipping has made a further announcement regarding the potential agreement with Taylor Maritime Investments (TMI). Grindrod Investments which holds c.10.12% stake in Grindrod Shipping will tender its shares to TMI in line with the voluntary cash offer to shareholders of US$26 (this includes a US$5 dividend distribution) per Grindrod Shipping share. The voluntary offer however is conditional on TMI receiving more than 50% of the voting rights from existing shareholders by the expiration time of the offer. Should this minimum stake not be achieved, the deal will not take place.
Ascendis Healthcare shareholders have approved the Ascendis Pharma disposal to Austell Pharmaceuticals in a R432 million deal. The deal was conditional on shareholders not approving the sale of Pharma to Pharma-Q and Imperial Logistics, a R375 million deal first announced in February 2022. In a statement the company said it expected the Austell deal to close by end-October.
RCL Foods is to unwind its BEE transaction announced in 2013 by way of a repurchase of shares. Subsequent to its implementation the company’s share price has significantly declined in value, resulting in the existing BEE transaction being materially underwater at the end of its term in May 2022. The aggregate repurchase consideration is R229,63 million which will be funded from the company’s cash resources. Since the shares to be repurchased amount to over 5% of the company’s issued share capital, the repurchase is treated as an affected transaction requiring the appointment of an independent expert.
Spear REIT is to acquire the industrial property known as The Island in Milnerton for R185 million from Inospace 2. The deal is in line with the company’s strategy to increase exposure in the logistics, urban logistics and bulk warehousing in the Cape Town Metropol.
Heriot has released its offer circular to Safari Investments RSA shareholders detailing its firm intention to make a general offer of R5.60 per Safari share. The offer will remain open until 25th of November. An independent expert will now be appointed by the Safari board to opine on whether the offer is fair and reasonable.
In a small related party deal, Famous Brands has acquired the properties 478 James Crescent and 37 Richards Drive, both in Midrand.
Unlisted Companies
Cape Town-based EXEO Capital, an alternative investment partner in sub-Saharan Africa, has acquired The Vital Health Food Group through Nurture Brands, the convenience foods platform in EXEO Capital’s Agri-Vie Fund II. Vital is a local manufacturer and distributor of vitamins, minerals and supplements. Financial details were undisclosed.
Sakhumnotho Group, a local equity investor, has acquired a 25% stake in the Boschkrans Boerdery Business, a producer and exporter of citrus and tables grapes. The investment will further Boschkrans strategic vision to be a global role player in the production and marketing of fresh produce.
Mineworkers Investment Company (MIC) has added to its impact investing portfolio in a deal which will see it take a 24.85% stake in TooMuchWifi for an undisclosed sum. Funds will be used to grow the business and so expand access to affordable data by customers and their communities.
6 October 2022
Exchange Listed Companies
Harmony Gold Mining has acquired Eva Copper Project and the surrounding exploration tenements in Australia from TSX-listed Copper Mountain Mining. The deal, which sees Harmony paying an upfront cash consideration of US$170 million (c.R3 billion) plus a contingent payment of up to a maximum of US$60 million (c.R1,1 billion), will lower the company’s risk profile. The acquisition will add 1.7818 billion pounds of copper and 260,000 ounces of gold to Harmony’s Mineral Reserves and will extend its diversification into copper – a future-facing metal critical to the energy transition.
Motus has released further details on the proposed acquisition by its UK-based subsidiary of family-owned business Motor Parts Direct for a purchase consideration of £182 million (R3,64 billion). The acquisition is aligned to Motus’ international growth strategy to reduce dependency on vehicle sales and strengthen its integrated business model by focusing on the aftermarket parts business.
Anglo American is to form a renewable energy partnership in South Africa with EDF Renewables, a subsidiary of the French utility group. The new jointly owned company, Envusa Energy, will develop a regional renewable energy ecosystem designed to meet Anglo’s operational power requirements in South Africa and support the country’s broader just energy transition.
Vunani Capital (Vunani) is to acquire a 50% stake in Verso Group, a financial services company specialising in wealth management and Section 13B retirement fund administration. Verso, predominantly Western Cape based, also has offices in Pretoria, Johannesburg, Gqeberha and East London. The acquisition is in line with Vunani’s strategy to expand its financial services activities, particularly in niche markets both in South Africa and across the continent.
Aveng has, via subsidiary Aveng Africa, disposed of Trident Steel to a consortium for R700 million. Trident Steel Africa, a vehicle established for the purpose of the acquisition is owned by consortium members Ambassador Enterprises, a US-based private equity firm, Joseph Investments, Arbor Capital Investments and Trident Steel management. Aveng will provide R210 million in the way of funding to a separate company in order to subscribe for 30% of the equity in the purchaser, thereby retaining a 30% stake in the business, which will be specifically reserved for B-BBEE participation for a period of one year post closing. The business was seen as falling outside the ambits of infrastructure development, resources and contract mining which, going forward will underpin Aveng’s long-term strategy.
+OneX (Reunert) has acquired South African Azure solutions provider EUCafrica as part of its strategy to build end-to-end digital transformation solutions for enterprise clients.
Consortium parties, Old Mutual Life and African Infrastructure Fund 4 (managed by Old Mutual’s African Infrastructure Investment Managers), Bauta Logistics and Mokobela Shakati are to acquire Oceana’s Commercial Cold Storage Group – trading as CCS Logistics. The purchase consideration payable for the Southern African cold storage provider is R760 million. The transaction will enable Oceana to allocate capital to opportunities aligned to its strategic objectives in the global fish protein sector.
Grand Parade Investments (GPI) has acquired and on sold two properties in relation to the settlement of a dispute with Gumboot Investments. The properties, based in Cape Town and Gauteng were acquired from Gumboot Investments for a transaction consideration of R66,5 million. These were on sold to Karez Trading for R44 million, generating a loss of R22,5 million for GPI – the cost attributed to the indemnity provided by GPI on behalf of its subsidiary Mac Brothers which was placed under voluntary liquidation in April 2022.
Europa Metals has announced the signing of a letter of intent for an option and joint venture arrangement with Denarius Metals, in terms of which, Denarius will have the right to acquire up to an 80% ownership interest in Europa Metals’ wholly owned Toral Zn-Pb-Ag Project in Leon Province in Northern Spain. The farm-in transaction involves the granting of a two-stage option (to acquire 51% and 29%) in return for funding of certain planned expenditure for an aggregate consideration of up to US$6 million.
Pan African Resources has announced the closing of the deal in which it acquired the Mogale Gold and Mintails SA Soweto Cluster assets out of provisional liquidation. The R50 million deal was first announced in November 2020.
Two companies reported the termination of deals announced
The US$4,7 billion deal announced in August 2021 between Prosus and Indian digital payment provider BillDesk failed to fulfil certain conditions precedent by the long stop date of 30th September 2022.
Conduit Capital’s intention to acquire 51,769,633 Trustco shares for N$93,7 million, first announce in August 2021, did not fulfil the conditions precedent resulting in the lapse of the share sale agreement.
Unlisted Companies
Cape Town-based venture capital firm HAVAÍC has concluded its third investment in Kenyan fintech company Tanda. The investment will enable Tanda to invest in key strategic partners, accelerate product development and scale in Kenya and East Africa over the next 15 months.
Cars.co.za, the local online car marketplace, has entered into agreement with Sun Exchange to buy into an off-grid solar power project providing off-grid solar power plus battery storage for Karoo Fresh, a commercial farm in SA’s Karoo district.
Talk360, an international voice calling app which is building a single payment platform to be launched in 2023 combining all local African currencies and payment methods, has raised a further US$3 million in seed round funding adding to the US$7 million raised in May 2022. Investors in the round include Allan Gray E2 Ventures, Kalon Venture Partners, E4E Africa, Endeavor and existing lead investor HAVAÍC.
15 September 2022
Exchange Listed Companies
UK-based Metropolitan Gaming has sold its stake in Emerald Resort and Casino to a consortium controlled by Tsogo Sun. Financial details were undisclosed.
Labat Healthcare (Labat Africa) has via its subsidiary Lima Romeo Air which trades as Sweet Waters Aquaponics, entered into a joint venture to establish an extraction facility with Continental Extracts a subsidiary of California-based Caliboyz. Continental has also entered into an agreement to secure the offtake which will be exported through the JV under the existing Sweet Waters export license.
Motus has disclosed it is close to finalising the acquisition of a foreign aftermarket parts business in a jurisdiction in which it operates. Further details on the acquisition are expected to be announced in early October but Motus expects the purchase consideration to be between R3,7 billion and R3,9 billion.
Stefanutti Stocks has disposed of its businesses in Mozambique and Mauritius to CCG-Compass Consulting for an aggregate amount of R113,18 million. The proceeds will be applied to the reduction of debt in accordance with the group’s restructuring plan.
Unlisted Companies
Bidorbuy, the online shopping and auction marketplace, has merged with logistics provider uAfrica to form a new company Bob Group.
Alstom, the French rolling stock manufacturer, has acquired the assets for the manufacturing of car body shells from TMH Africa for an undisclosed sum.
8 September 2022
Exchange Listed Companies
The Industrial Development Corporation (IDC) is to become a 43.75% shareholder in New Okiep Mining (NOM) alongside Orion Minerals which will hold the remaining 56.25% stake. NOM will acquire the prospecting and mining rights from Southern African Tantalum Mining (SADTA) in which the IDC is a 43.75% shareholder. The IDC will then sell 22.22% of its shares in NOM to BEECo, an entity led by Lulamile Xate. Community and Employee Trusts will each acquire a 5% economic participation interest in NOM, resulting in a B-BBEE ownership of approximately 30%.
Old Mutual has acquired 100% of licensed non-life insurer Generic from various parties including RH Bophelo. The 30% stake held by subsidiary RH Financial Services was disposed of for a cash consideration of R90 million. Details of the consideration paid for the remaining 70% was undisclosed.
The August 2021 deal announced between Shoprite and Massmart for the sale by Massmart of its Rhino Cash and Carry and Cambridge Food businesses, the Fruitspot business and Massfresh Meat business and 12 Masscash Cash and Carry stores has hit a stumbling block. The R1,63 billion deal has been objected to by the Spar and Pick n Pay in a submission to the Tribunal claiming that if the discount brands were sold to Shoprite, it would lessen competition in the market and create a dominate retailer.
Unlisted Companies
Swedish firm Epiroc, a productivity and sustainability partner for the mining and infrastructure industries, has acquired local mining equipment manufacturer AARD in a deal where financial details were undisclosed.
GardenRouteMan Auto, a black-woman-owned heavy truck dealership, has received an investment of R13,5 million from Volkswagen South Africa’s B-BBEE Initiatives Trust.
Host Africa, a provider of Cloud Server solutions in South Africa, has acquired DigiServ Technologies, a South African web hosting provider and the leader in low-cost web hosting. Financial details were undisclosed.
TSK Interiors, a local black-owned commercial interior fitout and construction company, has received an undisclosed investment from the Vumela Fund. The funding will be used to scale the business by providing liquidity to capitalise on larger and more resource-intensive opportunities.
Octiv, a local gym management software platform, has closed an eight-figure series A funding round led by Knife Capital. Funds will be used to further scale the business internationally. Octiv has a presence in 27 countries, predominantly in Europe with a membership of over 60,000.
South African healthtech startup BusyMed, has raised undisclosed funding to scale the business and further improve access to pharmacies by improving its technology stack to offer automated and optimised digital healthcare services.
2 September 2022
Exchange Listed Companies
Majority shareholder Walmart has released details of a firm intention offer to acquire the remaining 47.22% stake in Massmart in a deal worth c.R6,4 billion. The offer of R62 per share represents a premium of 68.7% to the 30-day volume weighted average price as at closing share price on August 26, 2022. Should the scheme not become operative, a standby conditional offer would take effect.
Huge Group has announced a series of agreements for the acquisition of the Interfile Group, a software company which develops and licences its own software. Huge will acquire a 30% stake from the Msemu Investment Trust for R30 million and a 14% stake from Aloecap Private Equity for R14 million. The company is also finalising the acquisition of Gurb Investments’ 25% stake and the founder’s 6%. As part of the transaction Interfile will bring on board a new BEE partner in YW Capital (also acting as transactional adviser to the deal). The management team will hold 5%. Further information in respect of these transactions will be released in due course.
Grindrod Shipping has warned shareholders it is in discussions with LSE-listed Taylor Maritime Investment in relation to a non-binding proposal to acquire the entire issued share capital of the company. The tender offer is for a consideration of US$26 per share representing a cash price of $21 per share in conjunction with a special cash dividend of $5 per share.
Master Drilling Mining Services (MDMS), a subsidiary of Master Drilling, has exercised a call option to acquire a further stake in the A&R Group. In July last year MDMS acquired a 25% stake in the engineering group providing mining solutions, training and products for R78,6 million. MDMS latest acquisition at an estimated cost of R129,4 million will increase its stake in the A&R Group to just above 51%. The purchase price is capped at a maximum of R240,1 million.
Zeder Financial Services, a subsidiary of Zeder Investments, is to dispose of Zeder Africa to ForAfrica Forestry for a disposal consideration of R160 million. Zedar Africa has as its sole asset a 55.62% stake in Agrivision Africa, whose principal activity is the production and milling of agricultural grain produce in Zambia.
Cognition is proposing to sell its 50.01% stake in Private Property to BetterHome Group, ooba and Fledge Capital in a deal worth R150 million. The rational for the sale is the belief that Private Property may benefit from a more industry-aligned shareholder base with the ability to accelerate the growth of its revised strategy.
The April 2022 acquisition by Afristrat Investment of Crosscorn from SATF for a purchase consideration of US$5 million, has been cancelled by mutual consent. The reason for the termination of the deal is that given Afristrat’s recent suspension on the JSE, it is no longer able to issue the shares to satisfy the equity component of the purchase price.
Unlisted Companies
Africa Bank, as the successful bidder, has acquired the majority of financial services provider Ubank’s disclosed assets and liabilities. Ubank has a presence in the mining sector and a distribution footprint that compliments African Bank’s existing national offering and feeds into its push to diversify funding sources. The parties have agreed on a total cash consideration payable of up to R80 million.
Nyanza Light Metals, a manufacturer of titanium dioxide pigment and other co-products, has received an initial US$3 million investment from Lagos-headquartered Africa Finance Corporation which will go towards the completion of its plant in Richards Bay Industrial Development Zone – taking the US$550 million project to financial close in H1 2023.
25 August 2022
Exchange Listed Companies
Richemont is to dispose of a 50.7% stake in its loss-making online luxury and fashion retailer YOOX NET-A-PORTER (YNAP). Italian FARFETCH will acquire a 47.5% stake and Symphony Gold, Mohamed Alabbar’s investment vehicle a 3.2% stake, resulting in YNAP becoming a neutral distribution platform in a move to facilitate a shift towards a hybrid retail-marketplace model. Richemont announced it was impairing €2,7 billion (R45,6 billion) in its YNAP Investment. The deal will see Richemont holding an approximate 12% stake in FARFETCH and will, depending on profit targets met, receive an additional US$250 million worth of shares at the end of five years. In addition, FARFETCH may increase its ownership in YNAP shares to 100% through a put and call option mechanism.
Prosus has announced the acquisition of the remaining 33.3% stake in iFood, a platform business which includes grocery, quick commerce and fintech, from minority shareholder Just Eat. The cash consideration payable is €1,5bn (R25,5 billion), plus a contingent consideration of up to a maximum of €300 million in cash depending on a re-rating of the food delivery sector.
MiX Telematics, via its North American subsidiary, has acquired the Field Service Management (FSM) business from Trimble for a total minimum consideration of $6,7 million. The North American operations of FSM include the sale and support of telemetry and video solutions that enable back-office monitoring and visualisation for fleet services management in several industries.
SEM-listed Universal Partners, which has a secondary listing on the JSE’s AltX, has disposed of its entire shareholding in Dentex Healthcare, a consolidation platform focused on private dentistry in the UK. The acquiring party, Portman Dental Care, is the largest private dental consolidator in the UK, with a growing presence in Europe.
The general offer by Raubex to acquire the remaining 38.32% stake in Bauba Resources for a cash consideration of R0.42 per share, closed on August 19, 2022. The offer was accepted in respect of 99,64 million shares constituting 13.29% of the total issued share capital of the company. Raubex now holds 74.97% of the company which delisted from the exchange on August 23, 2022. Shareholders not accepting the offer now own shares in the unlisted company.
The R650 million deal struck between Afrimat and sellers Aquila Steel (Aquila Resources) and Rakana Consolidated Mines for the acquisition of the Gravenhage manganese mining right and associated assets in May 2021 will no longer take effect. Reasons given by Afrimat were that all conditions precedent were not fulfilled by end date August 20, 2022. In particular, the granting of the Water Use License Application was not fulfilled.
Unlisted Companies
Sango Capital, a local investment management firm, has made a minority investment in Sundry Markets, a Nigerian grocery retailer operating through the ‘market square’ brand. The investment was made alongside Africa-focused investment company Tana Africa Capital.
Mergence Investment Managers, through its infrastructure and development fund, has taken a controlling stake in the affordable rental housing group Live Easy.
The Cape Town Stock Exchange (CTSE) has raised R85 million in a funding round led by venture capital investment company founded by Capitec Bank and Empowerment Capital investment Partners, Imvelo Ventures. Also participating in the round were existing investors, Lebashe Investment, Pallidus Alternative Investments, Shaolin Investments and Gary Strobel. Proceeds of the capital raise will be used to fund ongoing growth and expansion.
18 August 2022
Exchange Listed Companies
Novus subsidiary Novus Print has concluded an agreement to acquire Pearson plc’s 75% stake in Pearson South Africa for a base consideration of R829,4 million. The remaining 25% stake is held by BEE partners Sphere RB Investments and Pearson Marang Education Trust whose stake will remain in place following the conclusion of the acquisition. Within the Pearson SA stable are the print materials and CAPS-approved textbook publishers Heinemann and Maskew Miller Longman. The acquisition is a category 1 transaction.
Lonmin UK, a wholly owned subsidiary of Sibanye Stillwater has disposed of its majority stake in Lonmin Canada (Loncan) to Ontario-headquartered Magna Mining, valuing Loncan’s assets, which include the Denison project and Crean Hill mine, at C$16 million.
Mondi plc is to sell its Russian pulp, packaging paper and uncoated fine paper mill Mondi Syktyvkar to Augment Investment for a consideration of RUB95 billion (c.€1,5 billion). The category 1 transaction will require shareholder approval. In a separate transaction, Mondi has agreed to acquire the Duino mill near Trieste in Italy from the Burgo Group for a total consideration of €40 million. The containerboard machine in operation at the mill will strengthen the groups backward integration in corrugated packaging.
Fortress REIT shareholders have rejected the proposed scheme by the Board to repurchase all the Fortress A shares held, in consideration for the issue of 3.01281 Fortress B shares for every Fortress A share held. This, despite the fact, that prior to proposing the scheme the company engaged extensively with shareholders of both A and B shares on the need to collapse the dual share structure, warning that failure to do so would lead to the loss of REIT status which requires certain distributions of income.
The acquisition by SGT Solutions (40% owned by Ayo Technology Solutions and 60% held by African Equity Empowerment Investments) of Italian Summer, a company in the power management and backup solutions industry, has been terminated. The reason given for the immediate termination is the unfulfillment of conditions precedent.
Unlisted Companies
Seriti Resources has reached financial close on its acquisition of a majority stake in wind-powered renewable energy company Windlab Africa. The acquisition, through its subsidiary Seriti Green, consists of 100% of Windlab South Africa and 75% of Windlab East Africa. Windlab Africa is valued at c. US$55 million (R892 million). As part of the transaction involving debt and equity, RMB and Standard Bank have each taken a 14.5% stake in Windlab Africa for transaction considerations of US$5,8 million (R95,1 million).
Pretoria-based veterinary pharmaceutical company Afrivet Southern Africa has been acquired by US animal health distributor Bimeda. Afrivet also operates in Zambia and Mozambique while Bimedia has a long-established presence in Africa. Financial details were undisclosed.
City Logistics and private equity firm Clearwater Capital have acquired the Fastway Couriers South Africa franchise, with City Logistics taking the majority 70% stake. Financial details of the transaction were not disclosed.
Sango Capital, a local investment management firm, has acquired a controlling stake in Tunis Stock Exchange-listed Sotipapier, a manufacturer of Kraft paper, test line and flute paper based in Tunisia. The stake was acquired from private equity firm SPE Capital for an undisclosed sum.
Homefarm, a Johannesburg-based agritech startup, has raised c.R1,7 million in a seed funding round. The funds will be used to scale its operations, improve its service offering and roll out its marketing and distribution channels. The startup has as a fully automated indoor farms model which allows people to grow their own food.
11 August 2022
Exchange Listed Companies
The proposal to Telkom by network operator Rain, that it rather merge with it than MTN, prompted the release of a SENS announcement on Thursday by the Takeover Regulation Panel informing the market that the potential offer to merge was unlawful and that Rain had been instructed to retract the announcement.
Datatec UK subsidiary Logicalis UK&I has acquired Q Associates, a provider of IT consultancy and advisory services around data management, data protection, compliance and information security. The acquisition will extend the reach and skills of the UK subsidiary, increasing value to customers especially in Higher Education and Government Secured Services sectors.
The Central Energy Fund SOC has completed its due diligence following its decision to invest R1 billion for a 10% ownership stake in Renergen’s Virginia Gas Project.
BHP has made a non-binding indicative proposal to acquire Australian miner OZ Minerals in a deal valued at A$8,37 billion. Although the OZ Minerals board has rejected the offer as undervaluing the stock, the A$25 per share offer reflects a 41.4% premium to the 30-day VWAP of A$17.67 per share up to and including the share price on August 5, 2022.
Libstar has concluded an agreement to acquire Cape Foods, a Cape Town manufacturer of a wide range of branded and private label herb, spice and seasoning blends. The product range is marketed both locally and internationally in more than 30 countries. The transaction is in line with Libstar’s strategy to grow its basket of non-commoditised food products in existing categories. Financial details of the transaction were undisclosed.
Sun International is to dispose of a property in Menlyn, Pretoria to Menlyn Maine for an effective R198 million and will acquire from Vast Way, a 14.25% equity interest (and loan account) in Time Square for R125 million.
Globe Trade Centre S.A. has announced a change in strategic expansion to include new sectors identified by the company for investment. These sectors include investment in innovation and technology parks, renewable energy facilities and development of private rented (residential) sector property. As part of this new strategy, the company announced the acquisition of a 25% stake in a joint venture investment in Kildare Innovation Campus, located outside Dublin for c. €115 million.
Delta Property Fund has disposed of four properties, three in Bloemfontein and one in Kimberly, to various parties for an aggregate R16,6 million.
Deutsche Konsum REIT-AG, a real estate company focusing on German retail properties in micro-locations, has acquired the retail park Cottbus-Center and two grocery stores in Saxony-Anhalt.
Unlisted Companies
DataProphet, a local Cape Town-based startup which uses artificial intelligence to provide the manufacturing industry with impactful solutions to optimise production, has closed a US$10 million series A round. The round was led by Knife Capital. The investment will be used to accelerate international expansion.
South African VC firm HAVAÍC has invested US$500,000 in FinAccess, a Kenyan software solutions provider that digitises community banks and farming co-operatives in the East Africa region. FinAccess will use the funds, part of a pre-series A funding round, to expand its two core products, banking software solution Fincore and agricultural software solution Grobox.
Logistics startup Droppa has closed a series A round for an undisclosed amount with logistics company SkyNet Worldwide Express. Droppa is an on-demand courier and fleet hiring e-haling platform. The investment will be used to drive business growth and allow for continuous innovative business solutions.
4 August 2022
Exchange Listed Companies
Remgro, SAS Shipping Agencies Services (MSC Mediterranean Shipping Company SA), the Mediclinic International board and newly formed Manta Bidco (to be jointly held by Remgro and SAS) have reached an agreement on a recommended cash offer to acquire the remaining 55.44% stake of Mediclinic. Remgro currently holds a 44.56% equity stake in Mediclinic. The acquisition values the entire issued and to be issued ordinary share capital of Mediclinic at approximately £3.7 billion and an implied enterprise value of approximately £6.1 billion. Shareholders will receive 504 pence in cash for each share held, representing a premium of approximately 50% to the volume-weighted average price per Mediclinic shares on May 25, 2022, the day prior to the initial announcement. In addition, shareholders will be entitled to receive the final dividend of 3 pence per share approved at the AGM on July 28, 2022.
Old Mutual is to acquire a minority stake in funding solutions specialist Preference Capital. Old Mutual has the option over time to increase its shareholding to a majority stake. Financial details were undisclosed.
African Rainbow Capital subsidiary TymeBank South Africa intends to acquire Retail Capital, a fintech funder of local SMEs, forming the foundation of its expanded business banking offering. Retail Capital has provided funding in the region of R5,5 billion to some 43,000 business owners in SA. Financial details of the transaction were undisclosed.
Vukile Property Fund, a specialist retail REIT, has acquired the Pan Africa Shopping Centre in Alexandra, Johannesburg for R414,6 million. The seller, the Pan Africa Development Company is held by consortium members Atterbury Property (50.89%), Talis Holdings (47.34%) and Summit Ridge Trading 5 (1.78%). Vukile will also appoint the seller to develop the centre’s second phase expansion which it will then acquire for R254,3 million on opening in April 2024.
DRA Global has sold its APAC maintenance, shutdown and structural mechanical piping construction business subsidiary G&S to technical industrial services provider KAEFER Integrated Services for A$8 million.
Shareholders in Cognition have been advised that the company is in discussions regarding the possible sale of its 50.01% stake in Private Property South Africa.
Unlisted Companies
Air Liquide’s specialised entity VitalAire, a provider of respiratory care services and products for use by chronic patients at home, has acquired the diabetes division of Ethitech, a distributor of medical technology and diabetes medical devices in South Africa. The acquisition will enable VitalAire to meet the growing need of patients with diabetes, leveraging on innovative connected technologies and offering personalised patient follow-up.
The Public Investment Corporation (PIC) is to invest US$100 million into the Africa Finance Corporation, a Nigeria-headquartered multilateral financier of infrastructure on the continent. As a shareholder in AFC, the PIC hopes to benefit from co-investment opportunities.<