Friday, July 4, 2025
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Luxe for less: the case for secondhand luxury

Due to elevated cost of living pressures, fashionistas around the globe are having to tighten their belts. Make no mistake – those belts are still designer. Consumers are just getting smarter at paying less for them.

As a fashion enthusiast on a budget, I never thought the day would come where I would be able to afford anything from the lauded house of Prada. And yet, this week, I made a personal dream come true when I bought myself a beautiful pair of Prada sunglasses. How is this possible on a writer’s earnings? The answer is simple: I got them secondhand. 

Yes, thanks to a lot of patient searching and the miracle of the internet, I bought a pair of designer sunglasses for approximately 25% of the price that I would have paid in-store. They are in perfect condition and their authenticity has been verified. All I had to do was to wait for someone to pay the full price for them first, and then decide to sell them. 

If this is your first introduction, then welcome to the wonderful world of secondhand luxury. 

Macklemore and me

The year was 2012, and American hip-hop duo Macklemore and Ryan Lewis’s saxophone-driven earworm, “Thrift Shop” had just landed. As someone who had just discovered the magic of charity shops and flea markets, I felt that the song had been written for me. My thrifting habit, which had started as a way to access affordable clothing as a broke student, had quickly morphed into the understanding that I could get branded, better-quality clothing at cheaper prices than the new stuff at the mall, if only I was willing to dig for the gems inbetween rails of mediocre hand-me-downs.

Sure, sometimes I would come across an item of clothing that was stained, that smelled funny or that needed a bit of repair. But with a little bit of elbow grease and a lot of OMO, I found that I could restore practically any item of clothing to its former glory – and then revel in that glory knowing that I had paid peanuts for it. 

I was not alone in this discovery, of course, and that’s part of the reason why “Thrift Shop” was such a hit. At its core, the song spoke to a generation of young consumers who were rejecting the notions of embarrassment and shame that were previously attached to secondhand clothing. Thrifting became cooler than ever before – a counterculture way of sticking it to big labels while looking fabulous and saving money, all at the same time. Secondhand marketplaces started popping up online, and Instagram pages dedicated to the resale of clothing became a dime a dozen. In no time at all, the thrift shop became a digital entity. Forget about e-commerce. This is recommerce. 

In 2023, approximately one third of clothing and apparel items purchased in the US were secondhand. The global secondhand apparel market is currently worth $177 billion, up 28% from 2021. By 2027, the same global market is expected to grow to $350 billion. 

That’s a lot of secondhand jeans. 

It’s not all grunge though 

It might surprise you to learn that of the global secondhand apparel market, about a third is made up of luxury goods. In 2023, Bain & Company estimated that approximately $49.3 billion worth of secondhand luxury goods were sold globally. 

The emergence of online resellers like the RealReal and Vestiaire Collective has significantly enhanced accessibility to pre-owned designer items. Consequently, the resale market has expanded twofold over four years, now representing 12% of the value of the new luxury goods market.

In my example of the Prada sunglasses, I paid less for the item than I would in-store, which makes sense to me, because I know that I am buying something pre-owned. What surprised me in my research is that some luxury items can actually fetch a higher price secondhand than they would brand new. For example, certain Hermès items not only retain their value but can command a significant premium on the secondary market. In fact, the brand’s pre-owned handbags can fetch prices up to 25% higher than their original retail value. Likewise, pre-owned timepieces from Rolex and Patek Philippe often sell at average premiums of 20% and 39%, respectively.

A lot of this has to do with the limited release of luxury items. When Hermès only makes 500 of a certain scarf before discontinuing it forever, there is no option to buy a new one in the store. In a classic case of demand surpassing supply, resellers are then free to name their prices. 

Most brands experience a decline in resale value, however. Over the past year, the secondhand value of products from Gucci, Balenciaga and Bottega Veneta has decreased by 10%, 14% and 23% respectively. When resold, handbags by Louis Vuitton typically lose an average of 40% of their original value, while Christian Dior’s bags nearly depreciate by half. As you can imagine, this is great news for consumers in the secondhand market. 

Can luxury brands get a slice of this pie?

What’s more lucrative for a luxury brand than selling an item once? Selling it twice, of course! 

A number of luxury brands have already woken up to the idea that their wares have a significant resale value, and are striving to insert themselves into the circular economy. Some do this by collaborating directly with the resale platforms – Burberry, for instance, has partnered with Vestiaire Collective, while Gucci has sided with The RealReal. Some have gone even further and established their own resale platforms. Rolex is a great example of this. Their certified pre-owned watch programme provides discerning customers with timepieces that have been authenticated and serviced by their own watchmakers, adding a layer of reassurance and trust that might just be enough to lure consumers away from private sales and back into the fold. 

The trick to success in this game is volumes. While high-value, low-volume brands like Rolex and Hermès are capable of making a “second profit” off their items, clothing designers and handbag manufacturers are not so lucky. Because their volumes are higher, they would have to repurchase substantial quantities of pre-owned inventory for this approach to be successful in their own stores or on their own platforms, which causes all kinds of other problems for the vast manufacturing capacity they have built to produce new items. 

It’s a generational thing

Earlier in this article, I mentioned that the rise in thrifting in the early 2010s was primarily driven by the fact that perpetually-broke Millennials were flocking to thrift stores instead of shopping malls. Now, we’re seeing how the next generation, Gen Z, is embracing secondhand shopping as a result of their strong focus on sustainability. 

For better or worse, Gen Z is the generation that was raised with the ever-present threat of global warming and ecological decline in their peripheral vision. All that fear, combined with a healthy dose of greenwashing, has created a generation that has demonstrated a strong preference for sustainable brands, with some showing a willingness to pay as much as 10% more for an item that they believe to be more sustainable. 

Unsurprisingly, 75% of Gen Z consumers also prioritise sustainability over brand recognition when making clothing and apparel purchases. And what’s more sustainable than buying what already exists, instead of creating demand for new items, which require resources to produce? That explains why, according to eBay’s second annual Recommerce Report, a staggering 80% of Gen Z consumers are actively seeking out and purchasing pre-owned items. 

I’m not the head of strategy at Prada (thankfully), but if I were, I would be paying particular attention to these statistics and considering what they mean for my brand in the long term. In a recent survey of affluent consumers, those under the age of 40 strongly agreed that buying secondhand was a sustainable choice, with just under half of participants in the same age group reporting that they are currently buying pre-owned luxury goods. 

It’s not looking like a particularly bright future for luxury brands that can’t adapt to compete with their own secondhand wares. As for me – I’ll be smiling all summer long as I wear my favourite new sunglasses. And if I get tired of them, I can always just resell them.

About the author:

Dominique Olivier is the founder of human.writer, where she uses her love of storytelling and ideation to help brands solve problems.

She is a weekly columnist in Ghost Mail and collaborates with The Finance Ghost on Ghost Mail Weekender, a Sunday publication designed to help you be more interesting.

Dominique can be reached on LinkedIn here.

Ghost Bites (BHP – Anglo American | Clicks | Coronation | Standard Bank)

Get the latest recap of JSE news in the Ghost Wrap podcast, brought to you by Mazars:



BHP looks to change the mining landscape (JSE: BHG | JSE: AGL)

Does Anglo American’s underperformance make it a sitting duck?

Get the corporate finance notebooks out for this “unsolicited, non-binding and highly conditional combination proposal” that BHP has made to Anglo American. This is the kind of deal that investment bankers dream of, with names like Goldman Sachs and Morgan Stanley on the announcement.

It’s worth saying right up-front that although BHP is listed on the JSE, the company actually wants nothing to do with South African mining risks. For this deal to go ahead, BHP would require Anglo American to unbundle its shares in Anglo American Platinum and Kumba Iron Ore to shareholders.

As Anglo is a UK-domiciled company, that takeover law will apply to this situation. This means that BHP has until 5pm on 22nd May to either announce a firm intention to make an offer, or announce that it doesn’t intend to make an offer.

It didn’t take BHP long to respond, with an announcement that was clearly ready to go. Just two hours later, BHP noted that this is an all-share offer based on the ratio of 0.7097 BHP shares for each ordinary share in Anglo American. Plus, each Anglo shareholder would get the shares in Amplats and Kumba in proportion to the effective interest in those companies.

They do the hard work for you in terms of the maths, showing that this is a premium to the market value of Anglo’s unlisted assets (i.e. excluding Amplats and Kumba) of 31%. It’s a premium of 78% based on the 90-day VWAP.

If this deal goes ahead, Anglo and BHP shareholders would be invested in a very large combined entity that has iron ore, metallurgical coal, potash and copper. BHP’s various global listings (including on the JSE) would be retained. BHP also notes that Anglo shareholders would be able to determine how much exposure they want to Amplats and Kumba, unlike the current situation where you can’t own Anglo’s copper and diamond assets without also getting exposure to the PGMs and iron ore.

Speaking of diamonds, BHP doesn’t sound very keen on De Beers. They note that it would be subject to a strategic review post completion. One wonders if we could see a separate listing of De Beers at some point.

Notably, there is still no firm intention to make an offer at this stage. There will need to be a due diligence process first.


Yet another solid period at Clicks (JSE: CLS)

The valuation is always a debate, but this is a quality company

Clicks is one of the most solid retailers you’ll find in South Africa. The health and beauty category is a particularly great place to play, with the pharmacy offering ensuring there is footfall in the stores, while the small appliances also play an important role for group sales and margin.

For the six months to 29 February 2024, Clicks group retail turnover by 12.4%. Wholesale wasn’t nearly as exciting (UPD has strategically stepped away from certain contracts that are less profitable), so group turnover growth came in at 9.0%. I must also point out that UPD had certain systems implementation considerations to manage at the distribution centre, but the platform is apparently now ready for growth.

Underpinning this growth is a footprint of 900 stores and 11 million Clicks ClubCard loyalty programme members. You may also recall that Clicks acquired Sorbet, with that business contributing solid franchise fees to the Clicks group.

Operating profit increased by 13.5% and operating margin expanded by 30 basis points to 8.5%, primarily due to the increased mix of retail vs. wholesale. Retail costs were up 14.8%, but 300 basis points was due to acquisitions and there was also a considerable contribution from new stores. Comparable retail costs grew 8.7%. Distribution costs were up 10.8% due to the systems implementation and associated employment costs.

By the time you reach the bottom of the income statement, diluted HEPS was up 13%. Share buybacks were a great help here, as headline earnings (total, not per share) increased 10.5%. Those buybacks are made possible by Clicks having such a cash generative business, with cash from operations of R1.1 billion vs. capital expenditure of R314 million. They are ramping up heavily for 2024, with planned capital investment of R920 million. Although Clicks highlights the risk of a return of load shedding, they are accelerating their store expansion plan to between 50 and 55 stores for the 2024 financial year.

On the working capital front, overall group net working capital days improved from 47 days to 44 days. Retail inventory days improved from 85 days to 82 days, but UPD increased from 48 days to 61 days due to an increase in stock ahead of the single exit price increase. In other words, this is strategic buying of stock.

There is an aggressive push underway by Clicks. They’ve invested in the wholesale business and they are planning a lot of new stores. This is going to hurt the grocery chains, as Clicks products are some of the juiciest margin categories in retail.


Coronation releases earnings for the March period (JSE: CML)

They really put in the minimum required effort with this disclosure

I find lazy disclosure on the market very frustrating. For example, Coronation notes that assets under management were R631 billion as at the end of March 2024. The announcement doesn’t give the comparable number a year ago, so you have to go digging for it. The March 2023 number was R623 billion. Perhaps growth of just 1.1% in 12 months is the reason they make you go digging.

Then, instead of reminding the market of the per share impact of the tax provision in the comparable period, they simply point out that earnings across all metrics will be vastly higher because of the base effect. How much work would it have been to just show the comparable number without the tax problem?

I went back into the old report and found that fund management earnings per share (their preferred metric) excluding the tax charge was 191.5 cents. For this period, it’s expected to be at least 175 cents. In other words, even with adjusting for the tax charge, the business is going backwards.


Standard Bank gives a quarterly update (JSE: SBK)

Currency movements led to flat headline earnings

Each quarter, Standard Bank has to disclose financial information to the Industrial and Commercial Bank of China to assist that entity with its reporting on its investment in Standard Bank. To ensure all shareholders have the same level of information, Standard Bank also releases a quarterly earnings update on SENS that includes some important commentary.

Earnings in the banking activities grew by mid-single digits for the first quarter of the period. Although credit impairment charges were higher as expected, there was solid growth in the lending activities in particular. Operating expenses were flat year-on-year, leading to margin expansion.

In the Insurance and Asset Management segment, earnings fell year-on-year due to losses linked to market movements.

Group headline earnings ended up flat year-on-year, with the good news story in banking offset by the insurance and asset management result as well as negative movements in average currencies relative to the rand.

The group remains committed to positive jaws this year (i.e. income growth ahead of expenses growth) and return on equity inside the target range of 17% to 20%.


Little Bites:

  • Director dealings:
    • Adding to the recent purchases in the company, another director of OUTsurance (JSE: OUT) has bought shares – this time to the value of R14.9 million.
    • A director of Italtile (JSE: ITE) has sold shares worth R112k.
  • In news that doesn’t come as a surprise if you’ve been following the recent corporate activity around MC Mining (JSE: MCZ), Nhlanhla Nene (yes, the ex-Minister of Finance) is stepping down as chairman of the company.

Weekly corporate finance activity by SA exchange-listed companies

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Following the joint announcement by Canal+ and MultiChoice which set out the terms of the mandatory offer, Canal+ has notified shareholders that it has, this week, acquired a further 3,374,668 MultiChoice shares in open/off market transactions. Canal+ now holds an aggregate of c.41.60% of the MultiChoice shares in issue. The shares were acquired at an average price per share of R116.57, below the mandatory offer price of R125.00 per share, for an aggregate R394,48 million.

RMB Holdings had declared a gross special dividend of 3,5 cents per share from proceeds of the Divercity Property share disposal. The special dividend will return R48,75 million to shareholders.

Coronation Fund Managers has repurchased 65,699 shares at R33.62 in terms of its Odd-lot offer to shareholders and 141,105 shares in terms of the specific offer. The repurchased shares will be cancelled and delisted. The total issued ordinary share capital of Coronation will be reduced to 249,592,298.

Marula Mining, which has investments in South Africa, Tanzania, Kenya and Zambia, took a secondary listing on A2X on April 25, 2024. The company has a primary listing on the Apex segment of the Aquis Stock Exchange Growth Market based in London. It is seeking to move its primary listing to the Main Market of the LSE and will also take a secondary listing on the Kenya Securities Exchange in late April/early May.

Ellies has applied to the JSE for the voluntary suspension of its shares. The company commenced with voluntary business rescue proceeding earlier this year, subsequently entering liquidation following the announcement by the business rescue practitioner that there was no reasonable prospect of the company being rescued. The suspension of trading is effective immediately.

A number of companies announced the repurchase of shares:

British American Tobacco has commenced its programme to buyback ordinary shares using the £1,57 billion net proceeds from its sale of ITC shares. The company will buy back £1,60 billion of its ordinary shares – £700 million in 2024 and the remaining £900 million in 2025. This week the company repurchased a further 840,000 shares at an average price of £23.33 per share for an aggregate £1,96 million.

Prosus and Naspers continued with their open-ended share repurchase programmes. During the period 15 to 19 April 2024, a further 4,451,758 Prosus shares were repurchased for an aggregate €128,06 million and a further 331,645 Naspers shares for a total consideration of R1,07 billion.

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

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

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Exchange-Listed Companies

Following market speculation, Anglo American (Anglo) has confirmed that on April 16, 2024, it received an unsolicited, non-binding and highly conditional combination proposal from BHP. The proposal comprises an all-share offer for Anglo American by BHP and would, according to Anglo American, be preceded by separate demergers by Anglo American of its entire shareholdings in Anglo American Platinum and Kumba Iron Ore to Anglo American shareholders. In addition, shareholders of Anglo would receive 0.7097 shares for each ordinary Anglo share. Based on closing market prices of 23 April 2024, the proposal represents a total value of c. £25.08 per Anglo ordinary share including £4.86 in Anglo Platinum shares and £3.40 in Kumba shares, valuing Anglo’s share capital at £31,1 billion. The two parts of the proposal would be inter-conditional. Anglo has a primary listing on the LSE and secondary listings on the JSE, BSE, NSE and the SIX Swiss Exchange. The combined entity would retain BHP’s global listings on the ASX, LSE, JSE and NYSE. Anglo is taking the proposal under advisement.

Trustco has advised that it will acquire a further 1,135 shares in Namibian entity Legal Sheild Holdings from Riskowitz Value Fund. Prior to the acquisition, Trustco holds an 80% shareholding in the investment entity which holds Trustco Insurance, Trustco Life and Trustco’s real estate portfolio. Trustco will issue 400 million new shares at R1.17 per share (Trustco’s share price is currently trading at R0.20 per share). The shares will be issued in two tranches – 200 million shares are due after the effective date and the second tranche 12 months after the issuance of the first.

On March 8, 2024, Mondi plc announced it would make an offer to acquire DS Smith. Having completed a due diligence and following the announcement on April 16, 2024, of a competing bid by International Paper Company, Mondi has decided that an all-share merger would not be in the best interests of its shareholders.

Unlisted Companies

Local cybersecurity distributor Maxtec Peripherals has been acquired by UK headquartered QBS Technology as part of that company’s expansion strategy within the META region. Maxtec provides a distribution platform for African Cybersecurity Channel Partners to provide Software, Hardware, Managed Services and Rental Financing across all verticals. For Maxtec, the deal will facilitate further expansion into new territories and sustain growth in existing regions.

TransPerfect, the world’s largest provider of language and AI solutions for global business has announced the acquisition of South Africa-based Content Lab, a provider of audiovisual localisation services for media and entertainment clients. Content Lab will be renamed TransPerfect Media South Africa. Financial terms were undisclosed.

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

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

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DealMakers AFRICA

Sintana Energy and Namibia’s Crown Energy have entered into a definitive agreement for the acquisition by Sintana of up to a 67% stake in Giraffe Energy Investments. Giraffe is the owner of a 33% interest in Petroleum Exploration License 79 which governs blocks 2815 and 2915. The agreement sees Sintana acquire an initial 49% for a cash consideration of US$2 million and retain an option to increase the stake to 67% anytime over the next five years for US$1 million.

Trident Energy has announced agreements with Chevron and TotalEnergies to acquire stakes in operational fields within the Republic of Congo. TotalEnergies EP Congo has agreed to acquire an additional 10% interest in the Moho license from Tident and sell its 53.5% stake in the Nkossa and Nsoko II licenses. Trident has also reached an agreement to acquire the entire issued share capital of Chevron Overseas (Congo) which holds a 31.5% non-operated working interest in the Moho-Bilondo, Nkossa, Nsoko II fields and 15.75% operated interest in the Lianzi field. Upon completion, Trident will hold an 85% working interest in the Nkossa and Nsoko II fields, a 15.75% working interest in the Lianzi field. Triden will also retain a 21.5% working interest in the Moho-Bilondo field.

Globeleq has completed the acquisition of a 48.3% equity stake in the 25 MWp Winnergy solar PV plant in Egypt from Enerray, Enerray Global Solar Opportunities and Desert Technologies. Financial terms were not disclosed.

AIM-listed Ariana Resources has entered into a conditional merger agreement to acquire 100% of Rockover Holdings, owner of the Dokwe Gold Project in Zimbabwe. Ariana currently holds circa 2.1% of Rockover. The all-share merger will see existing Ariana shareholders hold a 62.5% stake in the merged entity with existing Rockover shareholders holding the remaining 37.5%.

Egypt’s Bokra has raised US$4,6 million in a pre-seed round led by DisrupTech Ventures and SS Capital. The Cairo-based fintech is looking to become the first platform to offer goal-based investment and saving products through asset backed securities, thereby revolutionising wealth management in the MENA region.

Reuters announced that sources have indicated that International Resources Holding has offered to buy a majority stake in Vedanta Resource’s Zambian copper assets. The mining investment firm is reported to be looking to expand its Zambian mining business following the successful acquisition of a 51% stake in Mopani Copper Mines earlier this year.

Khawarizmi Ventures has led a US$1 million pre-seed investment in Egyptian HRtech, bluworks. Other investors included Camel Ventures, Acasia Ventures and various angel investors. The startup, founded in 2022, develops SaaS solutions to manage the lifecycle of blue-collar employees in industries such as retail, F&B, facility management, healthcare, education and construction.

Impact investor, Renew Capital has invested in Kenyan B2B platform Farm to Feed. The tech-enabled platform finds new uses for surplus and less-than-perfect produce. The size of the investment was not disclosed.

Egypt’s Waffarha has raised a seven-figure seed round led by Value Makers Studio. The fintech will use the funding to enhance existing technology, hire new talent and expand its footprint in Saudi Arabia.

Sahel Capital, through its Social Enterprise Fund for Agriculture in Africa fund, announced a US$600,000 term and working capital loan for Persea Oil & Orchards. The Kenyan avocado oil processor provides an off-take market for avocado farmers and produces cold-pressed organic extra virgin avocado and crude oil.

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

Competition Law developments in Africa

MERGER REGULATION

Merger regulation continued to feature prominently in many African jurisdictions in 2023, with many transactions requiring approval. Most were uncontentious, but there were some high-profile cases that encountered headwinds. Notably, the proposed acquisition by AkzoNobel of Kansai affected a number of African countries, and was reviewed by many competition regulators across the continent. The parties were direct competitors, and the deal was closely scrutinised over many months.

The transaction was approved in Nigeria, Tanzania Mozambique and Namibia, but it was prohibited in South Africa and Botswana. COMESA conditionally approved the deal in Malawi, Burundi, Kenya, Rwanda and Uganda, but prohibited it in Eswatini, Zambia and Zimbabwe. In South Africa, the decision to prohibit the transaction was taken on reconsideration by the Competition Tribunal, and handed down in November 2023. Because the parties again failed to obtain approval, AkzoNobel and Kansai have mutually agreed not to proceed with the merger.

PUBLIC INTEREST

South Africa continues to focus on public interest considerations in mergers, an aspect that has gained considerably in importance since legislative amendments aimed at promoting economic transformation, amongst other things, came into force in 2019. In October 2023, the South African Competition Commission issued a draft of amended public interest guidelines relating to merger control for comment, although, in practice, they have been applying these principles for some time. While employment issues have been in focus for some years, the competition authorities are now intent on ensuring that historical injustices are rectified.

In accordance with the amendments, when reviewing mergers, they now seek to ensure that small and medium-sized enterprises (SMEs) have an equitable opportunity to participate in the economy, and that mergers promote a greater spread of ownership; in particular, increasing the ownership stakes of historically disadvantaged persons (HDPs) and workers. Foreign to foreign transactions are also viewed through this lens, with a number of mergers being approved subject to conditions to achieve these outcomes.

South Africa is not alone in seeking public interest benefits pursuant to mergers. For example, in the Heineken / Distell merger (which was reviewed in a number of African countries), South Africa imposed public interest conditions, including the requirements to maximise procurement from SMEs and HDPs, and to put an employee share ownership scheme in place. Botswana required the parties to set up a distribution development programme to absorb a suitable Botswanan citizen-owned company into the merged entity’s supply chain. Namibia imposed a condition regarding retrenchments, as well as a condition encouraging local production.

PROHIBITED PRACTICES

A number of African countries were active in investigating prohibited practices. Kenya investigated cartels in the manufacturing and agriculture sector. Pursuant to the investigation, nine steel manufacturers were penalised for engaging in price fixing. Morocco investigated nine fuel companies for anti-competitive practices in the markets for the supply, storage and distribution of gasoline and diesel.

A settlement agreement was concluded, where the companies were required to pay a $180,000 fine. Namibia has recently launched an investigation into fishing vessel owners and operators for the alleged fixing of quota usage fees that are paid to fishing rights holders. An important case in South Africa is the forex bank cartel case, which has been ongoing for many years, though the substantive case is yet to be heard.

There have been numerous interlocutory skirmishes, most recently before the Competition Appeal Court (CAC) in November 2023, pursuant to which the CAC has dismissed the case against 14 banks – leaving only five banks still to face the music – although an appeal by the Commission cannot be ruled out. Kenya is also investigating banks for the fixing of foreign exchange trades.

DIGITAL MARKETS

Digital markets continue to be in the spotlight globally, and Africa is no exception. In late 2021, the regulators in Kenya, Nigeria, Egypt, Mauritius and South Africa began a discussion on the topic, and in 2023, this grouping expanded. Pursuant to a dialogue, these countries, as well as COMESA, The Gambia, Morocco and Zambia, agreed to set up a working group to collaborate on competition issues in digital markets, amongst others.

The working group is committed to expanding and deepening the dialogue on this topic amongst African competition authorities. The African Competition Forum undertook training on complex digital investigations, focusing on the characteristics of digital markets, amongst others. Mozambique is also looking into digital markets and has recently published a Decree that approves the Regulations on the Registration and Licensing of Intermediary Providers of Electronic Services and Digital Platforms Operators.

South Africa is particularly focused on this area. In 2023, the Competition Commission concluded its Online Intermediation Platforms Market Inquiry and published its findings and proposed remedial actions. Shortly thereafter, it launched a further market inquiry into Media and Digital Platforms, which is ongoing. After a first round of questions, the Commission recently issued a Further Statement of Issues, and will shortly begin public hearings.

Market inquiries are a popular tool in South Africa. In addition to the digital markets inquiries mentioned above, the Commission is currently conducting a market inquiry into Fresh Produce, and in April 2023, it issued draft terms of reference in relation to a Steel Market Inquiry. Other countries are starting to follow suit, and Seychelles is set to undertake a comprehensive market inquiry into the grocery retail sector.

COMPETITION LEGISLATION DEVELOPMENTS

Uganda has been considering competition legislation for a number of years and, in August 2023, the legislation was finally passed by the legislature. Although the bill envisaged that the Act be administered by an independent competition authority, President Museveni required that this be reconsidered. The Act was passed on the basis that administration fall under the relevant ministry, but on the understanding that there would, in future, be an amendment making provision for an independent competition authority to be established.

In February 2023, the African Union (AU) Heads of State formally adopted the Protocol to the Agreement establishing the African Continental Free Trade Area on Competition Policy (Competition Protocol) at the 36th Ordinary Session of the Assembly of Heads of State and Government of the AU. The Competition Protocol aims to create an integrated and unified continental competition regime which covers all aspects of competition law, including merger control, prohibited practices, and abuse of dominance. The Competition Protocol must still be ratified by 22 of the member states before it can enter into force.

CONCLUSION

It can be seen that competition law is alive and well in Africa, and constantly developing. Companies doing business in Africa will need to keep abreast of these developments to ensure that they stay on the right side of the various competition laws across the continent.

Lesley Morphet is a Partner and Nolukhanyo Mpisane a Candidate Attorney | Fasken (Johannesburg)

DealMakers AFRICA is a quarterly M&A publication
www.dealmakersafrica.com

Unlock the Stock: Bell Equipment

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 32nd edition of Unlock the Stock, we welcomed Bell Equipment back to the platform. With the share price up substantially in the past year and the market digesting the news of no dividend, there was much interest from investors in this discussion.

As usual, I co-hosted the event with Mark Tobin of Coffee Microcaps and the team from Keyter Rech Investor Solutions.

Watch the recording here:

Ghost Bites (Copper 360 | Gemfields | Quilter | RMH | Zeder)

Get the latest recap of JSE news in the Ghost Wrap podcast, brought to you by Mazars:



Copper 360 invokes the spirit of Steve Jobs (JSE: CPR)

As the genius told us: real artists ship

One of my favourite quotes is from Steve Jobs, who said that real artists ship. That’s it. Simple as that. It’s easy to sit on the couch and talk about other people’s success and what they do. Get off the couch and ship something to show everyone what you can do.

At Copper 360, they’ve shipped alright – in this case, the first copper concentrate from the Northern Cape in 21 years. It’s a cleverly written bit of hype and I’ll go with it as a proud South African who wants to see our country move forward.

The first concentrate plant was commissioned within the planned period and is forecast to be ahead of planned production within the first few months of operation. The second concentrate plant is scheduled to start production at the end of July 2024. The SX/EW plant that produces copper cathode is also ramping up.

Speaking of ramping up, the share price closed over 19% higher on the news. The company recently made allegations of suspected market manipulation. Whilst those allegations still need to be proven, I bet they aren’t complaining about being 19% up for the day.


Gemfields and the G-Factor (JSE: GML)

The G is allegedly unrelated to Gemfields’ name

Before you get excited, I’m really just including this because I find it interesting. There’s no real news here about Gemfields as an investment.

The company releases a metric it calls the G-Factor, which apparently takes its name from government, governance and good practice. I’m quite sure the cute branding alongside Gemfields gave them some ideas on the name as well.

What makes this interesting is that it shows the value to a country of developing its mineral resources. It combines mineral royalties, corporate taxes, dividends to the government (if they are shareholders) and export taxes. It then divides this by revenue, showing what percentage of revenue is effectively going to the government.

Here’s the calculation they show for Kagem Mining:

It’s even higher at MRM in Mozambique, which might explain how they’ve managed to keep operating there despite security risks. Having the government on your side is of critical importance in Africa.

The company also notes that this measure isn’t perfect. It leaves out benefits to the country like taxes on employee salaries.

Long story short: driving the mining industry forward is good for any economy. Somebody please tell the South African government so that we fix our trains and ports.


Quilter’s distribution power shines through (JSE: QLT)

Much like at PSG Financial Services locally, it helps to have a sales force

I’ve commented a few times recently on how pure-play asset managers are struggling to meaningfully grow assets under management, while financial services groups with strong distribution networks are doing a solid job of attracting inflows. Of course, a sales team comes at a cost, so clearly they have to attract enough flows to make it a net positive strategy.

Quilter operates in the UK market and they make a big deal of their various distribution channel strategies. It’s working overall, with core net inflows in the first quarter coming in at almost double the comparable period. Gross Assets under Management and Administration were up 5% over the quarter i.e. between December 2023 and March 2024. These are impressive numbers.

It’s also great to see that productivity (measured as Quilter channel gross sales per advisor) was up 22% vs. the comparable period.

Quilter’s share price is up 30% in the past year, with all of that happening in the past six months. It trades at a high Price/Earnings multiple that is typical of a quality stock like this. Investors always have to be careful with such high multiples, even when the underlying company is strong.


RMH declares a special distribution (JSE: RMH)

This time, it’s funded by the exit from Divercity

If you’ve been following RMB Holdings, then you’ll know that the company has absolutely nothing to do with RMB anymore. In fact, it’s just a property holding company that is looking to achieve orderly exits of the portfolio, thereby returning capital to shareholders. That’s not the easiest thing to achieve in the current environment.

Step by step, it’s happening though. The exit from Divercity has now been completed, with RMB Holdings monetising its equity stake and loan claims in the company. This has led to the declaration of a special dividend of 3.5 cents per share (before withholding tax). The share price closed at 38 cents a share after the news.


Zeder: shareholders await news on Pome Investments and Zaad (JSE: ZED)

Patience will be needed, as these things take a long time

Zeder has released results for the year ended February 2024. It was an important period for the company, as it included the disposal of its stake in Capespan (except for Pome Investments) for proceeds of R511 million in cash. This led to the payment of a special dividend, with yet another special dividend of 10 cents per share declared as part of the year-end results.

The remaining assets are Pome Investments and Zaad, with Zeder having appointed PSG and Rabobank as co-advisors to consider any Zaad-specific approaches, given the size of that asset and the need to achieve the best possible exit – assuming such a deal materialises.

Based on management valuations in the sum-of-the-parts disclosure, Zaad is R2.34 billion of the total value of assets of R3.5 billion as at 10 April 2024. The reason for the strange date that doesn’t line up with the reporting period is that the company is trying to show the position after special dividends. On that basis, the value per share according to management is R2.29. Zeder currently trades at R1.75, with the discount due to many factors ranging from the costs of being listed through to the likelihood of a deal for Zaad and Pome coming through.

With Zaad having reported a decrease in recurring headline earnings of 38% for the six months to December 2023, investors should keep in mind that the farming industry and associated value chains remains a tough place to do business.


Little Bites:

  • Director dealings:
    • Two big-hitter directors at OUTsurance Group (JSE: OUT) bought shares in the company worth a total of R9.8 million.
  • At the group AGM, British American Tobacco (JSE: BTI) reminded the market that one of their values is “love our consumer” – a wonderful reminder of just how much ESG-washing goes on in that place. It’s like they just forget what products they produce each day. Anyway, the useful investment news is that the outlook for 2024 remains in line with guidance: low single digit growth in revenue and adjusted profit from operations. They expect performance to be weighted towards the second half, so don’t expect great news from the first half. By 2026, they expect organic growth of 3% to 5% in revenue and mid-single digits in adjusted profit.
  • Brimstone (JSE: BRT) issues shares to employees and executive directors as part of their remuneration. With such limited liquidity in the stock (both ordinary and N shares), it’s very hard for the staff to realise the value. Brimstone therefore likes to conduct a specific repurchase to help the staff members and executives monetise the stakes at a price equal to the 30-day VWAP. The value is going to be roughly R7.9 million in ordinary and R3.9 million in N shares. There are a bunch of minority holders who I’m sure would also love to monetise their stakes, but alas.
  • Conduit Capital (JSE: CND) is still trying to sell off CRIH and CLL to TMM Holdings. There have been multiple extensions to the fulfilment date, as the Prudential Authority hasn’t approved the transaction yet. It’s now gone on so long that a further extension to 31 May comes with new conditions giving the purchaser the right to cancel the agreement if the Conduit liquidator issues high court proceedings against CRIH before the effective date. There are also some amendments to how and where the money for the deal would be paid, assuming it goes ahead.
  • In the highly unlikely event that you are a shareholder in Eastern European property fund Globe Trade Centre (JSE: GTC), you will want to know that the company has released results for the year ended December 2023. Rental revenues were up 10% and funds from operations also moved higher. So did debt, with the loan-to-value ratio up from 44.5% to 49.3%. There is no, and I mean no trade in this stock.

Ghost Bites (Anglo American Platinum | Anglo American | Ascendis | Capitec | Kumba Iron Ore | Orion Minerals | Sasol | Trustco)

Get the latest recap of JSE news in the Ghost Wrap podcast, brought to you by Mazars:



Amplats: refined production is flat, but on track for full year guidance (JSE: AMS)

PGM basket prices are still way down on a year ago though

There seems to be more talk of a potential bull market for PGMs this year, although you would be forgiven for asking how on earth that is possible when Anglo American Platinum is down 27% this year. This takes the 12-month view to a 37% drop. The share price is languishing, with the desperation of investors in the sector perhaps driving the calls for a recovery.

If things are going to improve, it’s going to be because basket prices have moved higher and so have production volumes. Neither of those conditions are in place at Amplats, at least not on a year-on-year view for the latest quarter.

Production was the highlight, with refined PGM production at similar levels to the comparable period despite own-managed mines production being down. Sales volumes were also broadly flat. That’s where the good news ends unfortunately, as the ZAR realised basket price is down by a hideous 26% year-on-year. It’s up 8% sequentially (i.e. vs. the preceding three months), which is what has given support to calls for a bull market, but there’s a very long way to go.

There isn’t anything that the company can do about PGM prices. They can only manage their production, with guidance for 2024 unchanged at this stage. The potential for Eskom load curtailment is an ever-present risk in this sector as well.


The Anglo American mothership has a good copper story to tell (JSE: AGL)

While the listed South African subsidiaries battle away with poor infrastructure

As you’ll read elsewhere in this edition of Ghost Bites, Anglo American Platinum and Kumba Iron Ore are struggling. Infrastructure is failing them. This obviously affects Anglo American as the ultimate controlling company, but shareholders in the mothership at least have other things to smile about, like the copper exposure.

Before we get to that, I want to touch on De Beers. Diamond production has been lowered in response to market inventory levels, which is a fancy way of saying that had to cut supply because demand was poor. The company has generally blamed macroeconomic conditions. I still believe that lab-grown diamonds are playing at the very least a supporting role here. Rough diamonds production was down 23% for the quarter and full year guidance has been lowered. On the plus side, diamond prices increased by 23%.

Let’s move onto the highlight now, which is copper production up by 11% thanks to higher throughput at Quellaveco and the operations in Chile. Operating in South America must seem like a breeze at the moment compared to South Africa.

Steelmaking coal production was up 7% thanks primarily to the Aquila and Capcoal operations. Iron ore was flat, with a strong performance at Minas-Rio offset by the challenges at Kumba. PGM production was 7% lower. Nickel is 2% lower and manganese ore is 7% lower.

There isn’t much to feel happy about in this quarter beyond the copper story. That really is where the focus is, with copper now representing 30% of total production at Anglo American.

In this share price chart of Anglo American vs. Anglo American Platinum and Kumba Iron Ore, you can see that none of them have exactly given shareholders a great time over the past year:


Ascendis shareholders approve the delisting application (JSE: ASC)

The company has also commented on the TRP news

Ascendis held the rescheduled general meeting on Tuesday and achieved strong support for the resolutions related to the independent board fee, the management agreement and perhaps most importantly, the authority to apply for the delisting of the company from the JSE.

The company also took the opportunity to comment on the announcement published by the Takeover Regulation Panel (TRP), clarifying that the TRP isn’t launching a new investigation. Instead, the regulator is drawing a line in the sand for any new complaints to be submitted, while also setting the timelines for them to be addressed.


Mid-teens growth at Capitec (JSE: CPI)

The market liked it, despite plenty of growth already priced in

By now, you should know that initial market reactions are based on the narrative and direction of news rather than well informed views on the underlying numbers. Capitec is clearly already priced for growth, yet the share price closed 7.8% higher on the news of 16% growth in HEPS for the year ended 29 February 2024.

The total dividend for the year was also up 16% and the net asset value increased by 15%, so it’s a mid-teens performance all round.

There’s a great chart in the report that shows the five-year performance in the business. Given the craziness of 2020 in general and the inclusion of the business banking business for only part of that year, taking a four-year view is perhaps more sensible (i.e. 2021 to 2024, four years of data and three years of growth). Over that period, it’s worth noting that net interest income grew by a total of 42%. In contrast, non-interest income increased by 71%, so it’s not hard to see where the focus has been.

If we include credit impairments, then income from operations after credit impairments is up 80%. That’s a 21.6% compound annual growth rate (CAGR) on this line. With that knowledge, you can see that 16.6% growth in the past year is actually a slowdown from the post-pandemic growth.

Capitec is known for its efficiency and expense management. If we look at operating expenses, that line has grown by 47% over three years, or a CAGR of 13.8%. The cost-to-income ratio has improved from 41% to 39% over the period, with investors latching onto the operating leverage and buying up the shares accordingly.

But in the past year, operating expenses increased by 17.4%, so the operating leverage actually went the wrong way.

In summary: Capitec is still performing very well, but seems to be slowing down vs. the post-pandemic performance.

Return on equity took a knock in 2021 due to impairments on investments, so comparing to that year isn’t very helpful. Instead, I would rather point out that return on equity (ROE) has been 25% – 26% in each of the past three financial years. That’s impressive.

I don’t think anyone believes that Capitec is anything other than an excellent business. The problem has always been the valuation. With a net asset value per share of R376.11, the current share price of R2,174 is a price/book of 5.8x. If we compare this to the ROE of 26%, the effective ROE is around 4.5%. That is a very low return by South African standards, which is why value investors continue to feel frustrated by Capitec’s share price performance. The share price is trading 35% higher over 12 months, though I must point out that the five-year gain (with a nasty pandemic during that period) is only 60% in total, which isn’t an exciting annual growth rate.

Capitec has spent the past few years building a diversified financial services groups. They have focused on winning more fully banked clients, thereby increasing their share of wallet per client. They are encouraging value-added services. They’ve repositioned the business bank in such a way that it aligns to the retail bank strategy in terms of fees. They are building out the insurance business, having sold credit life insurance policies since May 2023.

There has been a lot of noise around this story in terms of the quality of the book and the credit loss ratios. As things have settled in a post-pandemic environment, I think Capitec has clearly shown the sustainability of the model.

Having said that, the share price remains incredibly expensive in my view, even for such a quality stock.


Kumba continues to be hamstrung by Transnet (JSE: KIO)

Production and sales numbers are lower

Kumba Iron Ore, which is part of the Anglo American stable, has released its production and sales report for the first quarter ended March.

Sadly, the business had to cut back in order to try and get closer to the capacity that Transnet is actually capable of dealing with. There really is no point in mining loads of iron ore that just gets stuck at the mines instead of railed to the ports and exported. Of course, this is terrible for GDP, job creation and tax revenue, but that’s the country we live in right now.

The Saldanha Bay Port is where the export issue is being felt, with Transnet apparently undertaking maintenance programmes. Whether this will help or not remains to be seen. In this quarter, ore railed to port by Transnet was flat year on year, with equipment failures and a derailment in March leading to lack of any improvement.

For the quarter, total production fell by 2% year-on-year (in line with the plan to reduce production) and total sales decreased 10% due to port performance problems, which really is disappointing.

Although Transnet issues are out of Kumba’s hands, guidance has been left unchanged for the full year.


Orion Minerals releases its quarterly activities report (JSE: ORN)

The word “spectacular” is back

I couldn’t help myself: when I saw this announcement came out, I hit ctrl-F for “spectacular” and wasn’t disappointed. At least they are consistent in describing the recent development in the copper exploration.

These quarterly reports are important for junior mining houses, as they need to give the markets detailed updates on progress being made. In Orion’s case, they now have a complete site-based operating team at Prieska Copper Zinc Mine and trial mining is delivering results that they are happy with, as they work to de-risk the process.

Another important step was the acquisition of surface rights that allowed drilling to commence to provide additional mineral resource information. This is intended to enhance the all-important Bankable Feasibility Study (BFS).


The Sasol hole: a bottomless pit? (JSE: SOL)

Shareholders had to stomach a drop of nearly 11% on Tuesday

Sasol was a rags to riches story from the depths of the pandemic until mid-2022, by which time the share price was basically a twenty bagger! If you bought right at the bottom in 2020 and sold right at the top in 2022, you made approximately 20x your money.

Sadly, the days of trading at over $400 have become a distant memory, with the share price down at $135. What went up has certainly come down:

Plagued by South African infrastructure and a few other things, the company has proven to be a poor proxy for the oil price. It hasn’t been a hedge against inflation, either. The only thing it has really hedged against is a feeling of happiness, helping shareholders remember that there’s always something in life to feel upset about.

The reason for the latest share price knock (almost 11% in a single day) is that Sasol’s performance isn’t good and neither is the outlook, based on the production update for the nine months to March 2024.

Production guidance at Secunda Operations has been reduced. In Chemicals, the average sales basket price year-to-date is down 20% vs. the prior period, leading to a 17% drop in revenue as volume growth couldn’t possibly offset this. Sure there are some highlights, including the recent regulatory victory around how emissions at Secunda are measured, but the overall direction of travel is clearly down.

If you were hoping to play a game of Eskom and Transnet bingo, then you won’t be disappointed. Sasol makes sure we know that the infrastructure in South Africa is a major part of the problem. This is despite an improved Transnet Freight Rail performance (albeit off a low base) that helped export coal sales increase by 9%.


Trustco increases its stake in Legal Shield Holdings (JSE: TTO)

This is a share-based deal with Riskowitz Value Fund as the sellers

Trustco already holds an 80% stake in Legal Shield Holdings, which is turn holds Trustco Insurance, Trustco Life and Trustco’s real estate portfolio. They seem to be particularly excited about the property portfolio, with a surprising comment that Namibia is experiencing an “acute shortage of serviced land” – Namibia may be sparsely populated, but I guess most of it is the desert. Gorgeous place, by the way. I hope to visit again one day.

Back to the deal, Trustco will issue 400 million shares at R1.17 each to Riskowitz Value Fund, which is a price vastly in excess of the current listed share price. Irritatingly, the announcement talks about the number of shares being acquired in Legal Shield, without indicating the percentage of the company that the shares represent.

Now, this is where it gets even more complicated. You see, the market cap of Trustco is only R247 million, so they are issuing shares worth much more than the current market cap. To avoid this being a takeover, Riskowitz Value Fund has given the chairperson of Trustco an irrevocable instruction regarding voting of the shares. And then for further confusion, there’s a put and call option structure between Trustco and Riskowitz Value Fund for 100 million shares at R1.17 per share.

You know what I like to invest in? Straightforward companies that do simple, logical, understandable things without unusual commercial terms. Trustco is usually the opposite of that, with the share price down 97% over five years.


Little Bites:

  • Director dealings:
    • An associate of a director of Workforce Holdings (JSE: WKF) has bought R19.6 million shares in an off-market deal. With average daily traded value of roughly R60k, there’s no way to buy a stake that size in on-market deals.
    • A prescribed officer of ADvTECH (JSE: ADH) sold shares worth R2.8 million.
  • The boardroom drama continues at MultiChoice (JSE: MCG), with a major change in direction around Imtiaz Patel sticking around as chairman. At the start of April, MultiChoice announced that Patel would be deferring his retirement as chairman in order to assist with the Canal+ deal. Fast forward a few Chasing the Sun episodes later and he’s on his way, with Elias Masilela taking over as chairman. Despite all of this, Patel will remain involved in assisting the group on a consultancy basis. Sometimes the only consistency in this world is inconsistency.
  • Copper 360 (JSE: CPR) released an unusual announcement about suspected market manipulation. They talk about unusual and uncommercial trades in its shares, continuing for a period of several weeks. I guess we will find out if there’s any merit to these claims, or if the significant drop in the share price really is just the result of more sellers than buyers. It will be very embarrassing if nothing comes from these claims. In a separate update, the company noted that shareholders voted in favour of the share subscription facility with GEM Global Yield of up to R650 million.
  • Kibo Energy (JSE: KBO) continues to sell shares in Mast Energy Developments (MED) to reduce the balance on the loan facility with RiverFort Global Opportunities PCC. This is literally the sale of assets to pay debt, which is just one of Kibo’s many challenges. The latest sale is worth just over £22k.
  • Oando Plc (JSE: OAO) is playing catch-up on its financials, with results for the 12 months to December 2021 and December 2022 now released.

Ghost Wrap #67 (Sirius Real Estate | Afrimat | Oceana | PSG Financial Services)

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