UK-based Silchester International Investors, which was one of the largest shareholders in Barloworld, has confirmed to Currency that it has tendered its shares to the Newco consortium.
The consortium, led by Barloworld CEO Dominic Sewela and Saudi-based conglomerate Zahid, is currently finalising its takeover of the group, one of South Africa’s oldest industrial companies.
Silchester had initially rejected Newco’s R120-a-share offer, saying it undervalued the company, which Silchester estimated was worth R130 a share.
On Wednesday afternoon (October 8), Silchester director Tim Linehan informed Currency the company had sent a regulatory disclosure to Barloworld on Tuesday notifying Barloworld that it had tendered its shares to Newco. “We also understand our shareholding is included in the 81% figure published on October 6 2025,” said Linehan.
But that means if Silchester’s stake is included in the 81% figure, then Newco could still be facing a significant challenge if it is to reach the 90% acceptance level that would allow it to delist Barloworld. (Newco did not immediately respond to a request for clarity on this issue.)
There are very few investors with large holdings in Barloworld. As of September 26, the short list included the Zahid Group, through Citiclient Nominees with 18.9%; the Government Employees Pension Fund/Public Investment Corporation with 18.4%; Northern Trust (believed to be Silchester) with 9.9%, and Absa Capital Securities with 8.2%. Silchester held an additional 3.3% with Northern Trust. After that the holdings are scattered among shareholders with less than 1%.
One analyst tells Currency this means Newco would have to scour a very long list of shareholders in search of investors who had not yet indicated they would accept the offer. “Nineteen percent is a very chunky number, it means a very large number of small shareholders have not tendered their shares,” says one analyst.
It could be that a lot of small shareholders are actually unaware they hold Barloworld shares at all. Or it could be an intermediary in the chain between Barloworld and the beneficial shareholder is, possibly unintentionally, blocking the acceptance process.
Earlier this year Newco criticised custodians for hindering its takeover bid, referring to delays and non-compliance with offer conditions.
This is possibly why Newco decided to extend the closing date of its offer to Friday November 7 from Wednesday October 15. This three-week-plus extension was announced on Tuesday October 7.
Not another MultiChoice
Newco will be especially keen to avoid Canal+’s fate with its MultiChoice bid. In what was accepted by the entire investment community as a slam-dunk case, it now seems possible that Canal+ will not get the 90% shareholder acceptance needed to delist. As of October 6 – two days before the Canal+ offer closed – it had only pinned down 76.5% of the shares.
The MultiChoice situation is likely to be much tougher than the one facing Newco. Many of MultiChoice’s shareholders received their shares as part of a Naspers unbundling process. So it is possible some may not even be aware they are MultiChoice shareholders.
Top image: Rawpixel/Currency collage.
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