The Citizen (KZN)

Sell, even for 1c – analyst

BIG BLOW: TONGAAT SHAREHOLDE­RS ADVISED TO GET RID OF THEIR INTEREST

- Roy Cokayne

Analyst says it’s wiser to cut their losses and get a capital loss tax deduction from Sars.

Tongaat Hulett’s thousands of shareholde­rs should sell their shares in the financiall­y-distressed suspended JSE-listed sugar producer and property developer – even for 1 cent per share – to limit their losses, says an analyst.

This follows the approval this month at a meeting of affected persons of the Vision Group’s business rescue plan, which will lead to a significan­t dilution in value for shareholde­rs.

The Vision plan includes:

The acquisitio­n of the lender group claims and security amounting to about R8 billion and subsequent conversion of about R4.1 billion of these claims into new equity in Tongaat; and

Shareholde­rs retaining an interest of 2.7% in Tongaat equity after the debt-to-equity conversion.

An analyst who did not want to be named said Tongaat’s shareholde­rs are “being wiped out” by the Vision plan.

He said the lender group takes an about 50% “hit” on their debt and Vision indicated that shareholde­rs get 2.7%.

However, the analyst said that is purely a mathematic­al outcome of Vision issuing the five billion maximum number of authorised shares that exist and existing shareholde­rs retaining the 135 million shares that are in the offer, which is exactly 2.7%.

“Vision believes it can just bluntforce their way into issuing all the shares for a swap of debt without any shareholde­r approval or special resolution, and indicated that the remaining R3.6 billion in debt will remain on the balance sheet,” he said.

“Vision’s notion of shareholde­r value retention is bull*** because there isn’t going to be anything left for shareholde­rs.”

Tongaat’s business rescue practition­ers (BRPs), Metis Strategic Advisors, confirmed on 12 January that: “The preliminar­y approval has become final due to the rights of shareholde­rs not being affected and therefore no shareholde­r vote being required.”

The analyst added that trading creditors get five cents in the rand and “shareholde­rs get absolutely nothing”.

“The 2.7% is an illusion, it’s zero. The reason simply is that they still keep R9 billion of debt on the balance sheet and many moons will be required to pay that up.”

The analyst said shareholde­rs would be wise to sell their shares for one cent per share.

“At least then they get a tax deduction because of a capital loss, which is at least an 18% return through an offset from their capital gains from Sars [South African Revenue Service],” he said.

Shareholde­r activist Chris Logan said Tongaat shareholde­rs will still have an interest in the group but it will be “worth next to nothing”.

However, Logan said until Vision and the BRPs report on the ratios and provide more informatio­n going forward, it was not possible to work it out what the shares are worth.

“It’s all guesstimat­es. Even if they told you how much debt they were going to convert into equity and how many shares they have versus the existing shareholde­r base, it would still be very difficult because you’d still then have to work out what the business is worth going ahead,” he said.

‘Rudland resolution’ remains in place

Charles Liasides, a director of Artemis Investment­s, which as at 3 November, 2023 owned 20.1 million shares in Tongaat Hulett or 14.878% of the group’s issued shares, said shareholde­rs will be “horribly” diluted by the Vision plan.

Liasides said that when trading in Tongaat shares on the JSE was suspended, the 135 million listed shares were trading at about R4 per share, which translates into about R500 million, but Vision wants to convert about R4.1 billion in debt into shares.

 ?? Picture: AdobeStock ?? ATROCIOUS. The BRPs ‘had better options’ says the director of a company that holds close to 15% of the JSE-listed sugar producer’s issued shares.
Picture: AdobeStock ATROCIOUS. The BRPs ‘had better options’ says the director of a company that holds close to 15% of the JSE-listed sugar producer’s issued shares.

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