Zimre Holdings Limited’s investment vehicle, Stalap Investment has made a mandatory offer to all CFI Holding Limited minority shareholders at 22 cents per share after clearance from the Zimbabwe Stock Exchange (ZSE) listing committee.
CFI announced in March this year that Stalap owned a 41 percent stake in the company after purchasing 13.6 million shares, representing 12.9 percent of its total issued share capital.
According to ZSE listing rules, a company which has acquired a shareholding exceeding 35 percent should make a mandatory offer to minority shareholders of the acquired listed company but the ZSE had previously noted that Messina Investments, owned by British tycoon, Nicholas van Hoogstraten’s shareholding had passed the 35 percent threshold and would also be required to make an offer.
Stalap was established solely as an investment holding company for CFI shares owned by Zimre Holdings and its affiliates.
Zimre Holdings and its wholly owned subsidiary, Baobab Reinsurance have a shareholding of 34.28 percent apiece in Stalap, while the National Social Security Authority (NSSA) holds the remaining 31.24 percent.
Stalap does not intent to delist CFI post the mandatory offer.
“Stalap intents to maintain the ZSE listing of the Company subject to meeting all ZSE Listing Requirements . Post the mandatory offer, if CFI Holdings Limited is in breach of any ZSE Listing Requirements the Company will engage the ZSE Listing Committee for guidance and compliance,” CFI said in a circular to shareholders.
Additionally, Stalap will use its own funds to pay all CFI minority shareholders who accept the offer.
“A letter of commitment has been provided by Stalap’s principal bankers confirming the holding of deposit funds of $14 million which is sufficient to meet the total possible value of mandatory offer,” read the circular.
CFI shares closed at 18 cents on Wednesday, implying the offer is made at a 22.2 percent premium based on the current price.
Continued next page