Trustco Group Holdings Limited has entered into an agreement with Riskowitz Value Fund LP to acquire 1 135 shares in Legal Shield Holdings Limited from RVF through issuing new Trustco shares to the seller.
Trustco said the purchaser shall pay to the seller by issuing four hundred million new Trustco (TTO) shares listed on the JSE, at a share price of 117 cents per share in exchange for the sale shares in Legal Shield Holdings Limited.
The book value of the net assets of Legal Shield Holdings Limited, which are the subject of the transaction, as of 31 August 2023, was N$793 million. The profit after tax attributable to Legal Shield Holdings Limited for the year ended 31 August 2023 was N$81 million.
Trustco and RVF agreed not to allow a de facto takeover of the purchaser by the implementation of the agreement. RVF will provide the chairperson of Trustco with an irrevocable instruction to vote in line with the status quo prior to the restatement instruction on behalf of the shares obtained as part of the agreement.
Legal Shield Holdings is Trustco’s 80% owned investment entity and is the holding company of Trustco Insurance Limited, Trustco Life Limited and Trustco’s real estate portfolio. In fiscal year 2023, the insurance group produced a net profit margin of 32%. The impressive 2473 sellable hectares (6,112 acres) of prime real estate is strategically positioned across Namibia.
“This real estate portfolio has demonstrated its value-generating prowess, generating cash in excess of N$934 million since 2011. Notably, the current average selling price for the portfolio stands at NAD 1800 per square meter, underscoring the immense potential for capital appreciation and revenue growth within this asset class,” the company said.
Trustco said this vast land bank presents an unparalleled opportunity, with the potential for over 26 000 mixed-use erven to be developed.
It added that the real estate portfolio has established a proven track record, successfully servicing more than 1106 erven across all its developments over the past decade.
“Moreover, the company boasts an ambitious development pipeline extending another 25 years. Namibia is experiencing an acute shortage of serviced land, for residential, commercial and industrial purposes.”
