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Stock offerings

Prime Kapital Investments Launches Voluntary Offer for MAS Shares

Strategic Insights

— 1 min read

Prime Kapital Investments (PKI) has launched a voluntary offer to acquire shares of JSE-listed property group MAS, a move that comes just a month after MAS shareholders overturned resolutions by PKI regarding the sell-off of MAS's assets and the payment of a special dividend. The offer is contingent on at least 10% of MAS shareholders accepting the cash offer of €1.40 per share or R29.22 per share, allowing PKI to secure a strategic stake in MAS. This move follows the withdrawal of a previous bidder, South African REIT Hyprop, due to PKI and MAS's refusal to provide documents about a development joint venture.

Key Takeaways:

  • The voluntary offer is not contingent on PKI gaining control of MAS, but rather requires at least 10% of MAS shareholders to accept the cash offer.
  • The offer price of €1.40 per share or R29.22 per share represents a 28% premium to the current share price, a 37% premium to the 60-day average price, and a 50% premium to the May 15 share price.
  • MAS shareholders can choose between receiving cash, 5-year preference shares, or remain shareholders with PKI intending to redeem the preference shares within 18 months of issue.
  • PKI has committed to supporting the appointment of "genuinely independent" non-executive directors to the MAS board, and prioritising the distribution of available profits by the DJV ahead of new investments.
  • Nine South African institutional minority shareholders have questioned the standards of governance of the MAS board, with PKI stating it would work to address these concerns.

Statistics:

  • The cash consideration for the offer is €1.40 (R29.22) per MAS share.
  • The offer comprises a cash consideration of up to €110m (R2.3 billion) for cash settlements.
  • The MAS share price traded 2.68% higher at R23.46 on the JSE on Monday afternoon.
  • The voluntary offer is open to MAS shareholders until midday on August 14.
  • The offer is valued at a premium of 28% to the current share price, 37% to the 60-day average price, and 50% to the May 15 share price.

Sources:

  • BUSINESS REPORT (no date provided) - directly quoted in the article
  • PSA REGARDING THE VOLUNTARY OFFER FROM PKI (no date provided) - directly quoted in the article

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