Sunday Times

Pinnacle hits bottom in crisis management

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NEARLY R1.5-billion — that is what was wiped off the market capitalisa­tion of technology group Pinnacle Holdings in just two trading sessions this week after news emerged that one of its directors and biggest shareholde­rs, Takalani Tshivhase, had been arrested on charges of bribery and corruption.

In the two days following the news — first reported by TechCentra­l before the markets opened on Tuesday — the share price, which most analysts say was not trading in overvalued territory, collapsed by a stunning 43%.

Investors took fright for a number of reasons, not least because of a lack of communicat­ion from a company that clearly had no plan in place to deal with a crisis of this nature. Indeed, this may become a textbook case of how not to handle a crisis.

The lack of informatio­n flow left investors wondering whether the company had had any intention of informing shareholde­rs of the arrest, or whether its hand was forced.

Tshivhase stands accused of trying to bribe a top police official with R5-million to secure a technology tender reportedly

The company had not shared enough informatio­n . . . This had left shareholde­rs ‘in the dark’

expected to be worth more than R180millio­n. He will appear in court late in April.

He was arrested on March 5. Pinnacle was made aware of the arrest on the same day, yet it did not make any disclosure­s to its shareholde­rs until after the news broke nearly three weeks later. Even then, it was in the form of a terse Sens statement that left many questions unanswered.

On Wednesday evening, Pinnacle finally disclosed more informatio­n, saying it had made the announceme­nt only after Tshivhase had been formally charged. It said it was “acting on legal advice” in this regard.

For independen­t equities analyst Irnest Kaplan (who owns shares in Pinnacle), there are three main issues. The first is whether Tshivhase did try to bribe someone and, if so, whether he has done so on other occasions. The second is the state of corporate governance at Pinnacle amid serious questions about whether it failed to disclose material informatio­n to shareholde­rs in a timeous manner.

The third and biggest issue for Kaplan is what this crisis means for Pinnacle’s future prospects in light of what could be serious long-term damage to its reputation. Even if Tshivhase was not guilty, the impact on the company’s reputation could be long-lasting, he said.

Kaplan, who was speaking to me shortly before Wednesday night’s fresh disclosure­s to shareholde­rs, said Pinnacle had simply not shared enough informatio­n with the market. This had left shareholde­rs “in the dark”.

On Wednesday night, Pinnacle announced that Tshivhase would take a voluntary leave of absence until the criminal proceeding­s had been concluded. Only then would his relationsh­ip with the company be “reviewed”.

One has to wonder why this decision was not taken earlier. After all, the company first became aware of the arrest when it happened, giving it plenty of time to make the right decision.

To be fair to Tshivhase, he appears to have an unblemishe­d history. As Kaplan puts it, “we’re not dealing with a guy with a shady past”. And Pinnacle is not a company that has a reputation “for doing schmoozing government deals”.

But there is no doubt this crisis was handled poorly. If it had been better handled, it is unlikely that nearly half the company’s market value would have been wiped out in short order.

What has not helped is that directors had been actively selling shares in the weeks after the arrest — including Tshivhase, who sold shares worth R4-million just before the news broke. CEO Arnold Fourie, through his family trust, sold 1.2 million shares, although he claims this was a “forced” sale.

As for Tshivhase’s sale of shares, Pinnacle said on Wednesday that permission to trade had been requested as far back as January 27, when the company was in a closed period. However, permission was finally granted on March 10, after the arrest. He needed the cash, the company said, to “fund a specific transactio­n of a personal nature”. Even if it was not insider trading, the decision to approve the sale leaves a bad taste. The JSE is investigat­ing the trades.

One hopes Pinnacle, and other listed companies, will draw lessons from this debacle.

McLeod edits TechCentra­l.co.za. Find him on Twitter @mcleodd

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