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Ghost Bites (Alphamin | Araxi | Nu-World)

The Finance Ghost
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Ghost Bites (Alphamin | Araxi | Nu-World)

Alphamin’s earnings are growing rapidly (JSE: APH)

High tin prices are working their magic for the company

Alphamin has announced their EBITDA for the three months to March 2026. As expected, it’s very good.

Tin production was flat and sales were actually down 1%, but that’s ok when the price of tin as increased by a casual 30% quarter-on-quarter.

All-in sustaining cost (AISC) per tonne increased by 7%. This means that profit per tonne shot up, leading to an increase in group EBITDA of 46%.

Perhaps the biggest giggle for investors will be the increase in net cash from $12 million to $140 million in the space of three months!

It’s not all good news though – fuel prices are set to increase in Q2, as the company has 30 days of diesel on site and a further 75 days in transit in the DRC. If fuel prices remain high, then that could become a pressure point.

For context, fuel contributed just over $2,000/tonne of AISC before the increase. Total AISC is just under $18,000/tonne, so fuel is more than 10% of the cost of production.

The company plans to make a dividend decision later this month. With the share price up nearly 39% over 12 months, shareholders will be hoping for a strong dividend.

Araxi is taking a very big step forwards (JSE: AXX)

The acquisition of Pay@ is certainly exciting – but that means risky as well

Araxi has released the circular for the acquisition of 80% in Pay@ and its international affiliate. This is a R1 billion transaction, so this is a transformative deal for the group (hence the need for a circular and shareholder vote).

Araxi has a payments business that everyone loves. They also have a software business that has many question marks around its economic appeal. I don’t think that shareholders will complain about the company deepening its exposure in the payments space.

There are good reasons to be investing in this space. Increasing digital payment adoption means that more transactions are taking place through cashless methods every day. There are also trends like online shopping, and the importance of data to retailers – things that are powered by digital payments.

How does Pay@ fit into this story? Araxi describes it as “the most extensive network of payment channels across sub-Saharan Africa” – processing more than R60 billion in transaction value in the 12 months to February 2026.

Pay@ has been around since 2007, with an initial focus on bill payments. They used this as the foundation for an expansion into B2C payments as well. Today, they operate across South Africa and most of our neighbouring countries.

Transaction volumes at Pay@ grew at a compound annual growth rate (CAGR) of 19% from FY21 to FY25. Transaction value achieved a CAGR of 11% over the same period. This tells us that the average transaction value decreased over time, indicating adoption of digital payments by lower-income consumers as well.

Revenue at Pay@ grew at a CAGR of 13% over the period. Importantly, EBITDA grew at 20%, so economies of scale are visible in this business. Adjusted EBITDA in FY25 was over R130 million.

It’s clearly a solid business, but is Araxi doing the right thing by acquiring 80% of it for R1 billion? This question is even more important in the context of Araxi incurring debt of R800 million from Investec (at 3-month JIBAR + 2%) to do the deal. The days of a debt-free balance sheet are clearly behind them.

The remaining 20% will be held by two minority shareholders who aren’t ready to sell at this time. This is at least an encouraging sign, as a wild overpayment for the shares by Araxi would’ve encouraged these shareholders to sell as well. But the seller is a private equity firm, so they also aren’t fools when it comes to accepting an appealing price.

As a cash flow positive company that fits very cleanly into Araxi’s strategy, this deal looks solid overall. With revenue of R259 million for the year ended February 2025, the implied value for 100% of Pay@ (R1.25 billion) is a meaty Price/Sales multiple of 4.6x. With net profit margin of 34% though, it’s a Price/Earnings multiple of around 13x.

It’s very important to note that these revenue and profit numbers are now an entire year out of date, so these multiples should’ve already unwound significantly based on what was hopefully a good year in FY26.

Fintechs attract strong valuations. This one is no exception. Shareholders will now need to vote on whether they are comfortable with this transaction.

How do you feel about the transaction?

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Araxi's R1 billion deal

Now that you have all the details, how do you feel about this deal?

Nu-World had a great time in Hong Kong of all places (JSE: NWL)

But the same can’t be said for Australia

Nu-World has a market cap of R610 million. There’s unfortunately very little liquidity in the stock though, so the company sits well off the radar of most investors. A mid-single digit P/E ratio means that the dividend yield has been a substantial component of returns for investors.

In the six months ended February 2026, revenue for this distributor of appliances was up just 2.6%. Local sales were flat, while international sales increased 6.1%. Consumer pressure remains an important theme in South Africa, which contributes over 63% of group revenue.

At an income level though, South Africa’s profit increased from R22 million to R29.4 million. The highlight in the offshore business was Hong Kong, where profitability jumped from R2.3 million to almost R15 million. Alas, Australia swung from profits of R6.6 million to a loss of R6.2 million.

As you can see, these aren’t exactly huge numbers. Growth in group HEPS was really good though, up 29.8% to R47 million.

In the prior period, they made more profit in the second half of the year than the first half. That’s a demanding base for the full year results.

Nibbles:

  • Director dealings:
    • Two senior executives at Standard Bank (JSE: SBK) sold shares worth just under R38 million.
    • The company secretary of AVI (JSE: AVI) received share awards and sold the full amount for nearly R13k.
  • In the circular related to the AttBid offer, RMB Holdings (JSE: RMH) confirmed that the entire board would be resigning after the offer (i.e. on 29 May 2026). You certainly won’t see that every day! Here’s something else you won’t see: a general request for director nominations from the market. The board must have between 4 and 20 directors, so there are a few positions up for grabs. The broader stakeholder relationships aren’t exactly friendly though, so it won’t be an easy role.
  • British American Tobacco (JSE: BTI) has appointed Dragos Constantinescu as the new CFO. He joins the group from a large brewery company. I bet this man can tell a good story at the braai.

Who’s doing what this week in the South African M&A space?

Marylou Greig
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Who’s doing what this week in the South African M&A space?

Unlisted Companies

Sentiv, a provider of mission-critical communications and intelligent technology solutions previously known as Altron Nexus, has acquired a majority stake in Visiosoft. Visiosoft is a local technology company specialising in internet of things (IOT) hardware and data-driven solutions. The partnership will enable Visiosoft to scale its solutions more rapidly, leveraging Sentiv’s market presence, partner ecosystem and infrastructure capabilities. Financial details were undisclosed.

Providere JV, a vehicle established by the management consortium of Isambane Mining, successfully concluded the buyout of the company. Isambane is a mid-tier mining contractor in South Africa delivering opencast mining services, including drilling, blasting, loading, hauling rehabilitation and day-work to blue-chip mining client. The transaction received Competition Commission approval in mid-January 2026. Kholo Capital and Tensai Private Equity provided R275 million in mezzanine debt funding to support the transaction.

Venture Capital firm Endeavor South Africa has closed its Harvest Fund III at R230 million, an investment pool earmarked for investment in local technology business. The fund which reached its first close of R190 million in October 2024 aimed to raise R500 million but was closed prior to this being reached due to appetite from local pension funds and other financial institutions.

DealMakers is SA’s quarterly M&A publication.
www.dealmakerssouthafrica.com

Weekly corporate finance activity by SA exchange-listed companies

Marylou Greig
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Weekly corporate finance activity by SA exchange-listed companies

The Industrial Development Corporation of SA (IDC) has agreed to convert its convertible loan facility into equity in Orion Minerals’ subsidiary PCZM Holdco. The agreement, signed in February 2023 was implemented on 31 March 2026. Following the equity conversion, the IDC will hold c.23.8% of PCZM Holdco and an effective 16.7% in the Prieska Copper Zinc Mine. The IDC will retain a shareholder loan of c.R272,4 million.

Following the results of the scrip dividend election, Fortress Real Estate Investments will issue 6,086,068 new FFB shares in the company in lieu of an interim dividend, resulting in a capitalisation of the distributable retained profits in the company of R132,99 million.

AttBid, a vehicle representing Atterbury Property Fund (APF), I Faan and I Dirk, which made an offer to RMH shareholders last month, acquired a further 2,066,220 shares in on-market transactions this week. Following this, AttBid and APF hold 32.77% and 9.82% respectively, resulting in an aggregate of c.42.59% of the RMH shares in issue. The offer closes on 29 May 2026.

Jubilee Metals’ shareholders, at the General Meeting held this week, approved the special resolution of reduce the share premium account of the company. Jubilee will now apply to the Court for confirmation of the Capital Reduction with the reduction expected on 29 April 2026.

This week the following companies announced the repurchase of shares:

The Old Mutual share repurchase programme announced in October 2025 will repurchase c.220 million ordinary shares for a total consideration of R3 billion. Repurchases will take place on the JSE only and the shares will be cancelled reverting to authorised but unissued ordinary share capital. Since the October announcement 147,004,816 shares have been repurchased for a total consideration of R2,07 billion. A further 6.88% may still be repurchased in terms of the General Authority granted by shareholders.

Quilter announced it would commence a share buyback programme to repurchase shares with a value of up to £100 million in order to reduce the share capital of the company and return capital to shareholders. This week Quilter repurchased 619,903 shares on the LSE with an aggregate value of £1,1 million and 410,262 shares on the JSE with an aggregate value of R16,37 million.

Ninety One plc announced that it has extended the repurchase programme from 31 March 2026 to 3 June 2026. The shares will be purchased on the open market and cancelled to reduce the Company’s ordinary share capital. This week the company repurchased a further 212,065 ordinary shares at an average price 214 pence for an aggregate £455,141.

GreenCoat Renewables has implemented a share buyback programme totalling €100 million over 12 months with a first tranche amounting to €25 million beginning on 5 March 2026 – representing 13% of the issued share capital. This week 2,195,795 shares were repurchased for and aggregate €1,60 million.

Anheuser-Busch InBev’s US$6 billion share buy-back programme continues. The shares acquired will be kept as treasury shares to fulfil future share delivery commitments under the group’s stock ownership plans. During the period 30 March to 3 April 2026, the group repurchased 1,079,139 shares for €65,07 million.

In December 2025, British American Tobacco extended its share buyback programme by a further £1.3 billion for 2026. The shares will be cancelled. This week the company repurchased a further 472,079 shares at an average price of £43.85 per share for an aggregate £20,70 million.

During the period 30 March to 3 April 2026, Prosus repurchased a further 1,797,401 Prosus shares for an aggregate €70,9 million and Naspers, a further 764,392 Naspers shares for a total consideration of R663,3 million.

Two companies issued or withdrew a cautionary notice: RMB Holdings and Trustco.

DealMakers is SA’s M&A publication.
www.dealmakerssouthafrica.com

Who’s doing what in the African M&A and debt financing space?

Vanessa Aitken
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Who’s doing what in the African M&A and debt financing space?

DealMakers AFRICA

Global Settlement Holdings (GSH), the investment firm behind US-based blockchain infrastructure company Global Settlement Network, will acquire a majority stake in AKIBA International, to develop a regulated broker-dealer and exchange platform in Uganda. The initiative will focus on tokenised infrastructure, mining, and trade finance, targeting up to US$1,5 billion in capital commitments across real economy sectors including energy, special economic zones, and mineral value chains.

Specialist agriculture investor, AgDevCo, has made a US$15 million follow-on investment in Victory Group, an East African aquaculture company producing and distributing Nile tilapia. Victory Group farms tilapia on Lake Victoria in Kenya and Lake Kivu in Rwanda. The company sells fresh fish to thousands of mama samakis (female market traders), through more than one hundred sales outlets. AgDevCo’s mezzanine loan will support Victory Group’s next phase of expansion, including multiple new farming sites in Kenya and Rwanda.

TLG Capital announced their first investment in Zambia – a US$5 million scaling Private Credit Facility for Shona Zambia, an SME lender providing fast and flexible loans to businesses. The investment was made from TLG’s Africa Growth Impact Fund II and structured to support the growth of Shona’s loan book: capacity will be released in subsequent tranches as Shona scales, with additional guarantors and institutional partners expected to join as the transaction grows.

SMC DAO (SirMapy and Co. decentralised autonomous organisation), a community of crypto traders and investors that backs and builds Web3 products, has acquired Nigerian crypto startup Bread Africa in an undisclosed all-cash six-figure deal. Bread Africa operates as a web-based crypto application that allows users to convert digital assets into local currency.

An Egyptian government-backed startup support and investment platform, Falak Startups, has exited Delta Oil with a 25.5x return in EGP terms, to Den VC. Delta Oil operates in Egypt’s waste management and alternative energy space, focusing on the collection and aggregation of used cooking oil for biodiesel, recycled jet fuel, and other energy applications.

Mountain Harvest, a Ugandan specialty coffee company working with smallholder farmers to improve incomes and promote climate resilience through regenerative agriculture, has received an undisclosed investment from Acumen. The investment will support Mountain Harvest’s next phase of growth, including the construction of a temperature-controlled warehouse, accompanied with a dry mill and colour sorter, and land acquisition to expand processing capacity. These investments are expected to improve quality control, optimize product mix, and strengthen margins.

Inside Capital Partners has investment in Hautes Études Pratiques Internationales, the education platform behind Vatel Madagascar, a provider of internationally recognised hospitality and tourism management programmes in Madagascar. Financial terms were not disclosed.

Egyptian Fintech Lucky, has closed a US$23 million Series B funding round, including a mix of equity and debt. The round was led by existing & new investors, including Disruptech Ventures, DPI Venture Capital via Nclude fund,Suez Canal Bank, and OneStop. The funding will support Lucky’s next phase of growth, with a focus on scaling its credit offering, expanding into North Africa, and strengthening its infrastructure, licensing, and regulatory readiness as it moves toward becoming a neo-banking-ready platform.

Morocco-based retail B2B2C marketplace ZSystems has raised US$1,65 million in a seed round led by Azur Innovation Management, with follow-on participation from MNF Ventures and Witamax and new backing from Harambeans Prosperity Fund. The latest raise brings the company’s total funding to $2,7 million, following a $1,05 million pre-seed round supported by MNF Ventures, Witamax, CASHPLUS Ventures, and Kalys Ventures. The new funding will support continued product development, platform expansion, and market penetration.

Nigeria’s Zenith Bank announced the completion of its 100% acquisition of Paramount Bank Kenya. Following widespread media speculation in November 2025, Zenith issued a statement stating that the company had not released any official commentary of the deal, but that it was “currently exploring various regional expansion opportunities”. In January 2026, the Competition Authority of Kenya announced that it has approved the deal subject to conditions. No financial terms have been disclosed.

DealMakers AFRICA is the continent’s quarterly M&A publication
www.dealmakersafrica.com

Leading on AI

Henning de Kock and Johann Piek
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Leading on AI

A boardroom imperative in South Africa’s digital revolution

Global investment in artificial intelligence (AI)1 has reached an inflection point. The global AI market surged to approximately US$260bn in 2025 and is on track to exceed $1,200bn by 2030, reflecting a fourfold increase.2 AI is now widely recognised as the next great general-purpose technology, and is arguably the fastest-spreading technology in human history. In less than three years, more than 1,2 billion people have used AI tools, a pace of adoption that eclipses that of the internet, the personal computer and the smartphone.3

South Africa is firmly part of this acceleration. Use of AI by South African businesses has risen sharply, from 45% of respondents in 2024 to approximately 67% at the end of 2025, as cited in a recent report.4 AI is no longer merely an emerging technology; it already plays a key role in digital transformation in South Africa, and businesses that approach AI with robust protections and innovative strategies not only mitigate risks, but also position themselves to thrive as industry leaders in an ever-evolving market.

Notwithstanding the obvious potential of AI, there remain significant barriers to adoption, including data privacy concerns, implementation costs, lack of skilled talent, regulatory compliance, ethical concerns, reputational risk, and a general resistance to change. Management and boards must provide leadership on AI by driving innovation and growth, and providing strategic direction and oversight.

The boardroom disconnect

Unfortunately, the boardroom response has lagged the above reality. According to Deloitte, nearly 31% of directors report that AI is still not on their board agenda, although this has improved from 45% in the previous survey.5 More concerning is that only 15% of South African businesses have formal AI governance policies, creating fertile ground for “Shadow AI” – the unsupervised use of AI tools by employees, with significant legal, ethical and reputational risks.6

The importance of AI cannot be overstated – it drives productivity, innovation and competitive advantage like few technologies before it. Yet the risks are equally profound, encompassing heightened cybersecurity threats, data-privacy breaches, inaccurate or misleading outputs from AI “hallucinations”, embedded biases that can perpetuate inequality, and the gradual erosion of human skills through over-reliance on automation. In the past year alone, ransomware attacks rose globally by over a third, with generative AI emerging as a powerful enabler of threats, particularly through deepfakes – the second most common cybersecurity incident after malware.7

For boards, therefore, the question is no longer whether AI will impact their organisations, but whether they are governing its use and impact effectively and responsibly.

Navigating the regulatory maze

Although South Africa has not yet adopted comprehensive AI legislation or a dedicated AI regulatory framework, the use of AI is already subject to regulation through a range of existing legal and governance instruments. These include the Companies Act, the Protection of Personal Information Act (POPIA), the Consumer Protection Act, and the Electronic Communications and Transactions Act.

In addition, the recently introduced King V Report on Corporate Governance for South Africa, 2025 (King V) explicitly addresses the governance of AI. King V underscores the responsibility of directors to ensure clear accountability for AI-related decisions, to implement human oversight mechanisms proportionate to the level of risk, and to consider periodic independent assurance of AI systems. Its alignment with POPIA and the emerging National Artificial Intelligence Policy Framework signals that AI governance has become a core board responsibility. Within this evolving regulatory ecosystem, directors’ fiduciary duties and statutory duties under the Companies Act – to act in the best interests of the company and with reasonable care, skill and diligence – now extend squarely to the oversight of AI.

A director’s toolkit: 10-point checklist for AI governance

There is no one-size-fits-all approach when it comes to board governance of AI, as the approach to be adopted would largely depend on factors such as the organisation’s size, industry, and the scope of usage of generative AI in its operations. However, the checklist below provides a good starting point for boards to consider:

  1. Establish clear accountability. Designate ownership of AI at both board and management level. Avoid fragmented responsibility by assigning oversight to a specific committee, supported by cross-functional representation from legal, IT, risk, compliance and business units.
  2. Decide on AI strategy. Boards should interrogate management’s view on AI’s relevance and provide strategic leadership. AI adoption should align with the organisation’s business model, resources and long-term objectives. The board should monitor changes in the AI landscape and emerging thinking, to provide strategic direction.
  3. Develop and enforce a comprehensive AI policy. Organisations should develop AI usage policies, taking into account the risks posed by shadow AI within their operations. Such policies should, inter alia, identify approved AI tools aligned to business needs, set clear data-sharing rules, and require user training on responsible AI use. In doing so, they enable the classification of AI risks, the implementation of appropriate controls, and the proactive management of AI-related exposure.
  4. Competitor risk. Consider the risk of existing or emerging competitors leveraging AI and how this could impact the company.
  5. Build an AI inventory. Boards cannot govern what they cannot see. Require management to identify all AI systems in use, including shadow AI. Each system should be documented with its purpose, data sources, risk level and degree of human oversight.
  6. Define risk appetite. The board should explicitly consider how much AI-related risk the organisation is willing to accept, and how trade-offs between innovation and control are managed.
  7. Demand transparency and explainability. Directors should be able to understand, at a high level, how material AI systems make decisions. Systems that cannot be explained should trigger enhanced scrutiny or additional safeguards.
  8. Invest in board and workforce education and identify skilled talent. Ongoing education – through briefings, external experts or advisory panels – is essential for informed oversight. Recruit skilled talent where necessary.
  9. Implement ongoing monitoring and assurance. AI governance is not a once-off exercise. Regular audits, crisis simulations, bias testing and performance monitoring should be embedded, with escalation triggers where systems deviate from expected outcomes.
  10. Embed culture, ethics and disclosure. “Responsible AI”8 depends on culture. The board should ensure ethical principles such as fairness, accountability and transparency are reflected in policies, training and external disclosures, giving stakeholders confidence in the organisation’s approach.

In conclusion, AI governance has moved decisively from a technical concern to a central boardroom responsibility. Globally, only around one-third of boards report that they feel adequately prepared to oversee AI risks, highlighting a material governance capability gap. In this context, directors who fail to engage meaningfully with AI risk not only regulatory exposure, but strategic irrelevance. King V makes it clear that effective AI oversight is a key component of a board’s fiduciary duty. Boards that approach AI with discipline, ethical intent and informed curiosity will be best positioned to harness its value and sustain stakeholder trust.

Henning de Kock is CEO and Johann Piek an Executive | PSG Capital

1 In this article, the term “AI” is used in its broadest sense to refer to all forms of artificial intelligence, including, but not limited to, generative AI. It encompasses technologies such as machine learning, natural language processing, computer vision, and other related AI systems.
2 https://www.statista.com/chart/35510/ai-market-growth-forecasts-by-segment/#:~:text=The%20global%20artificial%20intelligence%20market,enterprise%2C%20healthcare%20and%20consumer%20markets.
3 https://www.microsoft.com/en-us/research/wp-content/uploads/2025/10/Microsoft-AI-Diffusion-Report.pdf
4 Based on survey respondents, including official use within respondent businesses (i.e. formally adopted), unofficial use or both. https://www.worldwideworx.com/wp-content/uploads/2025/10/The-SA-Gen-AI-Roadmap-2025.pdf.
5 https://www.deloitte.com/global/en/issues/trust/progress-on-ai-in-the-boardroom-but-room-to-accelerate.html.
6https://www.researchgate.net/publication/395822472_South_Africa’s_AI_Trajectory_Navigating_the_Divide_Between_National_Ambition_and_Market_Reality.
7 https://www.ey.com/content/dam/ey-unified-site/ey-com/en-us/campaigns/board-matters/documents/ey-cbm-cyber-and-ai-oversight-disclosures-2025-3.pdf
8 Responsible AI encompasses organisational responsibilities and practices that ensure positive, accountable and ethical AI development and operation.

This article first appeared in DealMakers, SA’s quarterly M&A publication.

DealMakers is SA’s M&A publication.
www.dealmakerssouthafrica.com

Ghost Bites (Purple Group | RMB Holdings)

The Finance Ghost
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Ghost Bites (Purple Group | RMB Holdings)

Purple Group’s flywheel is really spinning now (JSE: PPE)

Welcome to the J-curve: we’ve been expecting you

Hot on the heels of a really strong trading statement, Purple Group has released results for the six months to February 2026. I’m a happy shareholder, with the group continuing to grow beautifully.

They’ve reached that juicy part of the J-curve where most of the incremental revenue is dropping straight to the bottom line. Revenue was up 8.8%, yet operating expenses only increased by 0.5%. This obviously did great things for profitability, with profit before tax up 33.3% and HEPS up 21.0%.

This benefit of operating leverage (fixed costs relative to variable costs) is even more visible once you drill down to Easy Group, the part of the business that everyone knows so well. Revenue was up 18.5% and expenses only increased 1.6%, so profit before tax jumped by 66.3%. That’s excellent!

The underlying drivers of these numbers include a 21.9% increase in active clients and a 41.2% increase in client assets. It was also a busy period in the markets, with activity-based revenue increasing by 23.4%. Notably, non-activity-based revenue grew 14.4%, and now contributes 52.6% of total Easy Group revenue.

Here’s another good stat for you: at the halfway mark in this financial year, retail inflows are already at 72% of FY25 levels. I’m hoping to see this continue in the second half of the year, even with the energy shock that is going to hurt consumers.

An exciting growth engine in the group is the retirement business. Assets have tripled over three years, with EasyRetire Retail offering incentives for clients to bring their retirement assets across to EasyEquities.

EasyTrader was definitely the ugly duckling in this period. A net hedging loss of R21.3 million was a nasty surprise, with the correlation assumptions in the underlying model breaking down. For context, revenue in that business is just R5.7 million. This is an interesting business that includes a planned entry into prediction markets in the second half of the year, but it does have a different risk profile to the “simpler” model of EasyEquities.

In case you’re wondering, EasyTrader has 6,842 funded clients. Few people realise just how small the premium South African market actually is!

The group is also chasing the opportunity in asset management. With nearly 1.25 million active clients in the ecosystem, they have incredible distribution strength. To what extent will we see disruption of the unit trust industry? Time will tell. But you should never, ever underestimate the power of distribution.

EasyEquities Philippines is also live, at long last. They are aiming to have 500,000 active users by the end of 2027. As a shareholder, I hope they get it right, as demonstrating the ability to scale internationally would do wonders for the valuation.

Here’s another interesting development: the launch of the ZARU rand-backed stablecoin. With various big names involved here (Luno / Sanlam Specialised Asset Management / Lesaka), they are looking to take advantage of many of the structural weaknesses in cross-border payments. Fees, banking hours – these elements are ripe for disruption.

It’s certainly an impressive set of numbers for a company that has doubled its market cap in the past year. With the market cap at nearly R2.9 billion, I believe that there’s still plenty of runway here.

What is your view here? Just how far can they go?

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Purple reign

Just how big do you think Purple can get over 5 years?

RMH is a lesson in liquidity – and why marketability discounts exist (JSE: RMH)

The circular for the AttBid offer has been released

As you probably know by now, AttBid and Atterbury Property Fund are concert parties in the offer being made to shareholders in RMB Holdings (known as RMH).

The underlying relationships are complex, to say the least.

RMH has an investment in Atterbury Property Holdings, with this position representing 92% of RMH’s property portfolio. Atterbury Property Holdings is the indirect controlling shareholder in Atterbury Property Fund, wwhich in turn holds 32.77% in RMH.

You can see the circular reference going on here.

And just for some added spice, the founders of WeBuyCars (JSE: WBC) are sitting alongside Atterbury Property Fund in AttBid in their personal capacities.

It’s helpful to include the ownership diagram straight from the transaction circular:

This deal really boils down to one thing: RMH wants to unlock its capital and pay cash to shareholders, but the stake in Atterbury Property Holdings is incredibly hard to sell for structural reasons.

A minority stake in a company that doesn’t pay dividends is typically avoided by investors. If you can’t control the cash flows and you aren’t receiving any cash flows, then what justifies the value?

With no other buyers in town (and they certainly tried hard to find one), RMH shareholders face a tough choice here. It’s never good to have such little negotiating power in a corporate transaction.

This particular offer to shareholders in RMH is structured as a mandatory offer, as the concert parties bought up more than 35% of shares in the market. The price is R0.47 per share and there’s no minimum level of acceptance. Shareholders who want to monetise at this price can do so. Shareholders who want to stay invested can also do so.

The exception would be if 90% of holders accept the offer, in which case the offerors can invoke the squeeze-out provisions (s124 of the Companies Act) and force the remaining shareholders to sell.

But that’s not all, folks.

The entire RMH board intends to resign once the offer closes. No matter what happens, things will look very different going forwards.

It doesn’t look like RMH would immediately be delisted, but there’s an underlying intention by the Atterbury parties to work towards a delisting.

Investec, acting as the independent expert, has opined that the terms of the offer are fair and reasonable to RMH shareholders. I don’t think reasonability was ever in doubt, as RMH has already shopped this stake around town and came out empty handed. As for fairness, Investec’s estimated range is R0.47 to R0.53 per share.

The offer price of R0.47 is thus right at the bottom of the suggested fair value range.

In my opinion, the lesson to take from this entire saga is that non-controlling stakes in unlisted companies are dangerous things. This is exactly why investors place a marketability discount on these investment holding company structures.

It’s great to have a particular value on paper, but you need someone to actually pay you that number. When buyers are thin on the ground, the bid-offer spread widens (due to lack of liquidity) and things like this can happen.

Nibbles:

  • Just one nibble today – and it’s the results of the general meeting of Jubilee Metals (JSE: JBL) shareholders. They voted in favour of the resolution to reduce the share premium account, paving the way for dividends later down the line. The resolutions related to share issuances and pre-emption rights were withdrawn before the meeting.

Ghost Bites (CMH | FirstRand | Purple Group)

The Finance Ghost
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Ghost Bites (CMH | FirstRand | Purple Group)

Combined Motor Holdings continues to do well (JSE: CMH)

They’ve done a terrific job of adapting to changing consumer tastes

When the Chinese car invasion really picked up speed on our roads, I was worried that the traditional distributors in this space (like CMH) would struggle to retain their market share. After all, disruption to a market can easily shake things up in a big way – just look at our local grocery sector!

CMH responded brilliantly though, with the latest trading statement showing just how well they are doing. For the year ended February 2026, HEPS is expected to increase by between 25% and 35%.

This suggests annual HEPS of between 504 and 544.3 cents. This puts the company on a Price/Earnings multiple of around 7x.

CMH’s share price is up 37% in the past year. If you include the dividend and look at the total return, it’s a 44% return! Impressive.

It gets even more interesting if you compare CMH to its two main rivals over the past 12 months. WeBuyCars (JSE: WBC) has struggled with its premium valuation, while Motus (JSE: MTH) has made the most of its vertically integrated model:

Which of these three would you choose to own over the next 3 years?

The FCA redress scheme in the UK is so bad that FirstRand is heading for the exit (JSE: FSR)

The provision is almost triple the profits made over a decade

Will South African companies ever learn when it comes to Europe?

The only thing that European regulators enjoy more than committees and electric cars is the ability to slap massive fines on commercial organisations. Bad behaviour clearly needs to be dealt with, but a combination of draconian policies and slow growth doesn’t exactly attract investment.

The UK Financial Conduct Authority’s redress scheme for the motor finance industry is just one excellent example. After a long court battle that went in the FCA’s favour, they’ve put forward a number that is so enormous that FirstRand will look to exit its UK consumer finance business entirely.

Get ready for it: the additional provision required is R11.9 billion. This takes the total provision to R17.7 billion.

In GBP terms, the total provision is £750 million. Over a decade, FirstRand’s vehicle finance activities in the UK generated profits of £275 million. Does this provision seem reasonable to you?

Thanks to the overall strength of FirstRand’s balance sheet, they can absorb this loss. But on a full-year basis, earnings net of the provision will drop by between 4% and 9%. Return on Equity will be at, or just below, the bottom-end of the target range.

Weirdly, the initial announcement reflected a decrease of between 10% and 15% in earnings, but then they provided the new range roughly 90 minutes later.

The damage by the regulator has been done. FirstRand has assessed the returns offered by the UK market and they’ve taken the regulatory risks into account as well. Based on this work, they’ve decided to facilitate an orderly sale of the Aldermore business in the UK.

Purple Group’s growth is firmly in the green (JSE: PPE)

The owner of EasyEquities is enjoying strong growth

As a Purple Group shareholder, I’m pleased to note the release of an encouraging trading statement by the company. For the six months to February 2026, HEPS is expected to increase by between 18.6% and 23.3%.

We will get full details this week, with final results due for release on Wednesday.

It would’ve been good to see an earlier trading statement from the company, although the midpoint of the guided range is only slightly above the threshold that triggers the release of a trading statement (a move of more than 20%).

Nibbles:

  • Director dealings:
    • An associate of a director of Lighthouse (JSE: LTE) – not Des de Beer – sold shares in the company worth R38.6 million. Let’s face it, if it was Des we were talking about, he would be buying rather than selling!
    • A director of AVI (JSE: AVI) received shares in the company and sold the whole lot for R7.8 million.
    • In the latest edition of musical shares in the Wiese family, they’ve reshuffled R6.9 million worth of shares in Shoprite (JSE: SHP).
    • One of the founding directors of Brimstone (JSE: BRT | JSE: BRN) bought N ordinary shares to the value of nearly R125k.
  • RMB Holdings (JSE: RMH) announced that AttBid acquired further shares in the company, taking its stake to 9.82%. If you the include the shares held by Atterbury Property Fund (32.77%), the parties hold a combined 42.59% of RMB Holdings shares.
  • Merafe Resources (JSE: MRF) announced that the deadline for the s189 consultation process with staff at its smelters has been extended from 7 April to 9 April. This is because Eskom asked for an extension based on negotiations between the parties. This one is going down to the wire.
  • Fortress Real Estate (JSE: FFB) announced that the scrip dividend alternative was elected by holders of 12.4% of shares in issue. This means that Fortress will retain R133 million in cash by issuing just over 6 million new shares.
  • Trustco (JSE: TTO) has renewed the cautionary announcement related to a possible delisting of the company’s shares. At this stage, there’s still no guarantee of which route they will take.

UNLOCK THE STOCK: Weaver Fintech

The Finance Ghost
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UNLOCK THE STOCK: Weaver Fintech

Unlock the Stock is a platform designed to let retail investors experience life as a sell-side analyst. Corporate management teams give a presentation and then we open the floor to an interactive Q&A session, facilitated by the hosts.

We are grateful to the South African team from Lumi Global, who look after the webinar technology for us.

In the 67th edition of Unlock the Stock, Weaver Fintech returned to the platform to talk about the recent numbers and the strategic outlook for the business. I am a shareholder in this company and I’ve been thrilled with the performance!

I hosted this event alongside Mark Tobin of Coffee Microcaps and the team from Keyter Rech Investor Solutions.

Watch the recording here:

PODCAST: No Ordinary Wednesday Ep124 | A crude awakening for inflation?

Investec Focus Radio
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PODCAST: No Ordinary Wednesday Ep124 | A crude awakening for inflation?

Listen to the podcast here:

This image has an empty alt attribute; its file name is Investec-banner.jpg

Interest rate cuts were meant to define 2026. Now, markets are bracing for hikes.

In this episode of No Ordinary Wednesday, Investec’s Chief Economists Annabel Bishop and Phil Shaw examine how the energy shock is forcing central banks to reconsider their path. From London to Pretoria, policymakers face a familiar dilemma: tighten into slowing growth, or risk letting inflation take hold.

Guest host Neo Ralefeta explores the implications for global growth and what it means for South Africa, from currency volatility to fuel supply risks and consumer costs.

Hosted by seasoned broadcaster, Jeremy Maggs, the No Ordinary Wednesday podcast unpacks the latest economic, business and political news in South Africa, with an all-star cast of investment and wealth managers, economists and financial planners from Investec. Listen in every second Wednesday for an in-depth look at what’s moving markets, shaping the economy, and changing the game for your wallet and your business.

Also on Apple Podcasts, Spotify and YouTube:

Ghost Bites (BHP | Eastern Platinum | Exxaro | MTN | Nu-World | Orion Minerals)

The Finance Ghost
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Ghost Bites (BHP | Eastern Platinum | Exxaro | MTN | Nu-World | Orion Minerals)

BHP raises $4.3 billion through a streaming agreement (JSE: BHG)

And no – this has nothing to do with Netflix

BHP has completed a silver streaming transaction with Wheaton Precious Metals. This is a funding mechanism that is quite common in the mining industry. Through this deal, BHP has raised a casual $4.3 billion from Wheaton!

What does Wheaton get in return? BHP will need to deliver the equivalent of 33.75% of the silver produced by Antamina until 100 million ounces have been delivered. This will then reduce to 22.5% of silver production over the remaining life of the mine. To make it more confusing, this takes the form of metal credits rather than physical delivery of silver!

What’s in it for Wheaton? They lock in long-term exposure to silver at a discounted price to the current spot price. For the economics to make sense for them, they need to be bullish enough on silver to believe that the up-front payment of $4.3 billion is a small price to pay for the benefit of receiving discounted silver in future.

Wheaton’s entire business model is built around precious metal streaming transactions, focusing primarily on gold and silver.

Interesting, right?

Eastern Platinum expects to achieve break-even again in the first half of 2026 (JSE: EPS)

There were still substantial losses in 2025

Eastern Platinum has released its results for the year ended December 2025. Revenue fell 1.4% for the year and mining operating income increased by $0.9 million to $1.7 million. Technically that means mining operating income more than doubled, but we are working with small numbers here.

The group operating loss was $21.6 million in FY25 vs. $12.7 million the year before. That’s unfortunately not such a small number!

The net loss attributable to equity shareholders was $18.4 million vs. $12.8 million in 2024.

Although a non-cash impairment of the Mareesburg Project is part of the pressure on the numbers here, Eastern Platinum remains in a working capital deficit. Current liabilities are $56.9 million higher than current assets!

The company is kept alive by the support of its major shareholder. This is only happening because of the potential at the Crocodile River Mine, where production tonnages are increasing.

They are aiming for 40,000 tonnes per month in the first half of 2026. If they can get that right, they will break even again.

Exxaro has a new long-term deal with Eskom (JSE: EXX)

This supports the R5.2 billion expansion project at Matla Colliery

Exxaro announced a new long-term coal supply agreement with Eskom that will run from 2026 until 2043. They really aren’t joking when they say “long-term” with this one!

This seems to be the norm for them, as the previous contract ran from 1983 until 2023. This also shows us that it took a few years to get a new contract in place.

Exxaro will supply 9.3 million tonnes of coal per annum from the Matla Colliery to the Matla Power Station. The Matla Colliery locked in a renewed mining right and water-use licence in 2025.

Importantly, there’s a R5.2 billion expansion project at Matla to extend the life-of-mine. This contract with Eskom provides the economic underpin of that expansion.

MTN has introduced local ownership into the fintech business in Ghana (JSE: MTN)

Localisation requirements are typical in Africa

MTN announced that its subsidiary in Ghana (officially called MTN Scancom) has separated its mobile money business into a new company called MobileMoney Fintech (MMFL).

Under a law introduced in Ghana in 2019, there needs to be some local ownership of that business. This transaction achieves compliance with that law, as MMFL is owned by a subsidiary of MTN and The MTN Ghana Fintech Trust. You can think of it a bit like a B-BBEE deal.

Frustratingly, the announcement doesn’t indicate the percentage in MMFL that is held by the trust.

Nu-World flags a strong uptick in HEPS (JSE: NWL)

Full details will become available in the next few days

Nu-World has released a trading statement dealing with the six months to 28 February 2026. It’s good news for investors, with HEPS expected to increase by between 28% and 32%.

This implies a range for interim HEPS of between 224.5 and 231.5 cents. The share price closed at R28.00 before the long weeked. Remember that you need to work with annual HEPS to work out a P/E multiple, not interim HEPS. You can either annualise the interim HEPS by doubling it (a very simplistic approach), or you can take the more accurate approach of isolating the HEPS for the second half of the prior year and adding it to the first half of this year (a “last twelve months” approach that allows for seasonality).

What you’ll find is that Nu-World tends to trade in the mid-single digit P/E range. This is typical of JSE small caps.

Detailed results will be released on 9 April.

The IDC becomes a shareholder at Orion Minerals’ Prieska Project (JSE: ORN)

The deal is structured as a loan conversion

Orion Minerals announced that the IDC will convert its convertible loan facility into equity in PCZM HoldCo, the subsidiary that holds the flagship Prieska Project.

These types of structures are common in junior mining and riskier assets. Essentially, the IDC protected its downside risk by initially providing a secured loan, but retained some upside exposure through the option to convert it into equity.

When you are providing the money, you can (and should) have your cake and eat it!

Following the conversion, the IDC will hold 23.8% in PCZM HoldCo, which is an effective interest of 16.7% in PCZM. There will still be a loan of R272.4 million, but it will no longer be a secured loan.

The remaining unsecured loan is an important nuance to this deal, as it means that IDC moves down the pecking order if anything goes wrong. Glencore (JSE: GLN) and Triple Flag are the secured funders of the project.

Another way to think of it is that the IDC has seen enough to be willing to align itself more closely to the position that Orion Minerals shareholders are in. That’s good news for investors.

Here’s the Orion Minerals share price over the past 5 years:

How do you generally feel about investing in junior mining assets?

Nibbles:

  • Director dealings:
    • The CEO of Standard Bank (JSE: SBK) received share awards and sold the whole lot. The value of the shares net of tax (i.e. the portion that would’ve been “easy” to keep) was R9.65 million.
    • Two directors of major subsidiaries of AVI (JSE: AVI) received share awards and sold the whole lot for nearly R4 million.
    • A non-executive director of Thungela (JSE: THA) sold shares worth nearly R3.5 million.
    • A prescribed officer of Nedbank (JSE: NED) sold shares worth R2.3 million.
    • A prescribed officer of Sibanye-Stillwater (JSE: SSW) bought shares worth R590k.
  • Sasol (JSE: SOL) had strong demand for notes issued by its US-based subsidiary. They offered $750 million in notes due in 2033, offering a coupon (payment) of 8.75% of the face value of the notes. The demand for the notes was $2.8 billion, more than 3.7x oversubscribed.
  • Africa Bitcoin Corporation (JSE: BAC) announced that the proposed sub-division of the share capital was approved by shareholders. They will execute a three-for-one share split. Will this improve liquidity in the shares? Only time will tell.
  • Trustco (JSE: TTO) is suspended from trading as they haven’t released financials for the years ending August 2024 and 2025. This is due to changes in the rules around audits of Namibian companies listed on the JSE (of which Trustco is the only current example). Trustco is in the process of appointing Nexia SAB&T as group auditor for the JSE-compliant auditor, along with a Namibian-registered audit firm to comply with the Namibian Companies Act.
  • aReit Prop (JSE: APO) is still trying to finalise the financials for the years ended December 2023 and December 2024. They are also looking to appoint new auditors. This company really has been a disastrous listing on our market.
  • Efora Energy (JSE: EEL) has released a further cautionary announcement regarding negotiations that might have a material effect on the share price. I must point out that the stock is suspended from trading.
  • The chairperson of the board of Sebata Holdings (JSE: SEB), Greg Morris, has resigned after 28 years with the company. His replacement hasn’t been announced yet.
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