ZB Holdings to re-purpose some Mash Holdings properties

Nelson Gahadza

ZB Financial Holdings (ZBFH) says it intends to regain control of Mashonaland Holdings and influence its strategic direction that include repurposing some properties in line with real estate market trends.

This comes a s the group has tabled an offer to Mash Holdings minority shareholders after the company acquired a controlling shareholding in Mash of 40,59 percent.

Mash Holdings is a Zimbabwe Stock Exchange (ZSE) listed company, which is engaged in property investment and development.

The Company is focused on the delivery and investment management of commercial, industrial, retail, specialised and residential properties and it operates through four segments namely Office segment, Industrial segment, Pure Retail, and Other.

Pamela Chiromo, the ZBFH chairman, said the company intends to support the business in developing its land banks as well as repurposing some properties in line with the real estate market trends to enhance Mash Holdings competitiveness.

“ZBFH also intends to regain control of the company and influence its strategic direction to unlock trapped value and in the process unleash the latent potential of its underwriting business,” she said.

Under the Office segment, Mash Holdings acquires, develops and leases offices and shops housed in office complexes. The industrial segment acquires, develops, and leases warehouses and factories. The pure retail segment acquires, develops, and leases shops. The Other segment comprises residential, specialized, and undeveloped land.

The company’s properties are located in Harare, Ruwa, Bulawayo, Kwekwe and Nyanga and are suitable for an office park, commercial, retail, industrial and residential development.

Its properties include the Subdivision of Stand 854 Ruwa, Supermarket in Houghton Park, and Corporate Offices in Belgravia.

In line with provisions of the Securities and Exchange (Zimbabwe Stock Exchange Listing Requirements) Rules, SI 134 of 2019, and the Companies and Other Businesses Entities Act, Charpeter 24:31, ZBFH remains obliged to make a mandatory offer to the minority shareholders of Mashonaland Holdings.

ZBFH in a notice to shareholders said it is making a cash offer of $8,00 per share held by Mash minority shareholders.

“Mash minority shareholders who accept the mandatory offer by the closing date shall receive $8,00 for every Mash share disposed of in line with the outlined terms,” Chiromo said.

According to the notice, the mandatory offer opens for acceptance at 10:00 hours on Wednesday 21 December 2022 and will close at 1600 hours on Friday, 27 January 2023.

According to the acquisition transaction, ZBFH reached a control block in Mash Holdings following the cancellation of 171,489,938 ordinary shares that were acquired under the share buyback scheme constituting 9,20 percent of Mash and subsequent purchases that ZBFH has been undertaking.

ZBFH is a holding company for a group of companies, which have been providing commercial banking, merchant banking and other financial services. The Company operates in four segments, including banking, fund management, reinsurance and life assurance, and other.

However, this transaction comes on the back of another ZB Bank transaction that was consummated in 2020 where the market witnessed the acquisition of ZB Bank by CBZ holdings. The transaction was a result of NSSA disposing of its 37,79 percent ZB Financial Holdings (ZBFH) shareholding in exchange of CBZ shares worth $640 million, (US$7,8 million).

For the 50 percent consideration, NSSA received 14,341 million new shares, valued at ZWl$640,041,800 in CBZ representing 2,15 percent stake, while for the 50 percent cash transaction, NSSA received US$11,646,889 after factoring transaction costs.

The transaction saw NSSA, which also has investments in FBC (35 percent) and NBS (100 percent), increasing its shareholding by 2,15 percent in CBZ where it already has 16 percent shareholding.

According to NSSA, the decision to dispose of ZB Bank shares was on the back of inconsistent dividends and an underperforming share price resulting in the investment company freeing its funds so as to preserve value for pensioners.