'Unifreight won't offer Pioneer minorities'

'Unifreight won't offer Pioneer minorities'
Published: 26 March 2014
Unifreight Limited will not make a mandatory offer to minority shareholders of Pioneer Corporation Africa, in line with Zimbabwe Stock Exchange rules, as Zimbabwe's equity laws don't allow foreigners to hold controlling interest in local firms.

The transport and logistics company is compelled to make a mandatory offer to buy out minority shareholders in Pioneer Corporation Africa after raising its stake above 35 percent.

Pioneer admitted, "It is indeed a statutory requirement that an investor acquiring more than 35 percent of a company's shares must make an offer to the minorities, but this will not be applicable in the case of Pioneer and Unifreight.

"It is not the intention of Unifreight to acquire 100 percent of Pioneer. The current indigenisation Act does not permit Unifreight (a foreign entity) to have more than 51 percent shareholding. Given the basis above, Unifreight will not be making an offer to minorities as the preconditions for the acquisition having been met, will ultimately see Unifreight shareholding in PCA being reduced," Pioneer said yesterday.

The technical requirement for Unifreight to make a mandatory offer to Pioneer minorities follows its acquisition of a 36,7 percent shareholding in Pioneer Corporation, in a $7,2 million deal the latter feels will consolidate its market share.

Zimbabwe Stock Exchange rules require an investor who raises their stake in a listed entity above 35 percent to make an offer to buy-out minorities once they raise their stake.

Pioneer said last week that all conditions precedent to give effect to the sale and purchase agreement with Unifreight have been met and that shares will now be issued to Unifreight.

"A total of 51 497 587 Pioneer Corporation shares will be issued to Unifreight Limited. The December 2013 audit is underway and the results will be issued in due course," Pioneer said.

After the transaction with Unifreight, Pioneer will increase its authorised ordinary share capital from 600 million shares to 1,4 billion shares to acquire Unifreight's assets and liabilities.

Unifreight, which also owns the Swift brand, will roughly have 36,7 percent in the enlarged Pioneer Corporation Africa group, which will certainly enjoy a fair share of the market.

Pioneer's asset base will increase to $30 million after the acquisition of trucks, trailers, vehicles and equipment of Unifreight. Since all regulatory approvals were obtained, Pioneer will issue 514 974 875 shares for the purchase consideration of $4 million.

Pioneer will also take up $900 000 Unifreight debt, pay $1,5 million for the Swift brand over five years and $711 000 for Unfreight's information technology system over three years.

Pioneer offers comprehensive logistic, freight and passenger transport services to sub-Saharan Africa through its network of leading transport brands in the country.

It offers bulk freight services, bulk liquids and specialised products, passenger services, distribution, volumetric and household removals, contract hire and tailor made solutions, national and international courier services in the region.

Swift has a well-established range of transport service offerings making it the leading industry player who can take care of all transport solutions through its main brands, Swift Courier Express, Swift Freight and Swift Full loads.
- Herald
Tags: Unifreight,


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