African Rainbow Capital Investments Limited Announces Re-Domiciliation and Delisting Plans

African Rainbow Capital Investments Limited, a leading investment holding company in South Africa, has made significant announcements regarding its re-domiciliation and delisting plans. As part of its strategy to simplify its corporate structure and enhance shareholder value, ARCI has offered to acquire shares not currently held by the company and its subsidiary at a price of ZAR9.75 per share. The offer, which was detailed in a circular distributed to shareholders on April 7, 2025, has been accepted for 95,776,797 shares, representing 6.31% of the total shares in issue and 18.64% of the shares eligible to accept the offer. As a result, ARCI and its subsidiary collectively own 836,903,620 shares, representing 55.13% of the total shares. The delisting of ARCI's shares from the Johannesburg Stock Exchange (JSE) and A2X will take effect from the start of trading on Thursday, May 29, 2025. Following delisting, the company will undergo re-domiciliation, subject to necessary regulatory approvals under both the South African Companies Act and the Mauritian Companies Act.

Key Takeaways:

  • The offer was accepted for 95,776,797 shares, representing 6.31% of the total shares in issue and 18.64% of the shares eligible to accept the offer.
  • The Offerors now hold 836,903,620 shares, representing 55.13% of the total shares.
  • ARCI's shares will be delisted from the exchanges operated by the JSE and A2X, effective from the start of trading on Thursday, May 29, 2025.
  • The re-domiciliation process has commenced, subject to necessary regulatory approvals under both the South African Companies Act and the Mauritian Companies Act.
  • Shareholders will be informed once the re-domiciliation is complete.
  • Share trading for dematerialised shares will continue through Strate's existing broker/CSDP network.
  • Materialised shareholders wishing to trade ARCI shares after delisting should contact the ARCI Company Secretary for necessary procedures.
  • Post-delisting, any share trading will need to be conducted independently, as ARCI does not plan to facilitate trades or act as a market maker.

Statistics:

  • 95,776,797 shares were accepted for the offer.
  • The offer represents 6.31% of the total shares in issue.
  • The offer represents 18.64% of the shares eligible to accept the offer.
  • 836,903,620 shares are now held by the Offerors, representing 55.13% of the total shares.
  • The delisting will take effect from the start of trading on Thursday, May 29, 2025.
  • The re-domiciliation process has commenced, subject to necessary regulatory approvals.

Sources:

  • African Rainbow Capital Investments Limited, "Notice of Offer and Delisting"
  • Johannesburg Stock Exchange (JSE), "Trading Notice"
  • Companies Act of South Africa, "Re-domiciliation of Companies"
  • Mauritian Companies Act, "Re-domiciliation of Companies"