WeBuyCars founders get green light to take over South African property giant

The Competition Commission has approved AttBid’s offer to acquire JSE-listed RMB Holdings (RMH) and delist it from the stock exchange. 

AttBid is 51% owned by WeBuyCars co-founders Faan and Dirk van der Walt, with Atterbury Property Fund holding the remaining 49% of the company. 

RMH owns a 38.5% stake in Atterbury and is looking to monetise its last remaining property asset, ending a process that began in 2019 when it unbundled its stake in FirstRand. 

On 14 April, RMH informed its shareholders that AttBid has received approval for its offer from the Competition Commission without any conditions. 

“Accordingly, the regulatory approval prerequisite to implementation relating to the Offer under the Competition Act, 1998, as described in the Combined Circular, has been fulfilled,” the company said. 

This clears the path for the Van der Walt brothers to take control of Atterbury, which they have invested in for years. 

AttBid has been steadily buying up shares in RMH, with it now holding over 10% of the company’s total issued shares. 

Atterbury Property Fund owns a further 32.77% in the company, giving the acquiring parties aggregate control of 42.97% of RMH. 

On 8 April, RMH and AttBid released a joint announcement on the JSE stock exchange news service, reiterating AttBid’s intention to make an offer to RMH shareholders to acquire all of the shares in the company that are not already held by Atterbury.

AttBid and RMH expect the deal to be concluded by 1 June, with the last day to trade to be able to participate in the offer being 26 May. 

RMH’s board has recommended that shareholders approve the offer of R0.47 per share, which is not much of a premium on the value of the company prior to the announcement of AttBid’s intention to acquire the company. 

Typically, buyers offer a premium to the target company’s market value at the time of the acquisition to sweeten the deal for shareholders. 

The transaction values RMH at R654.68 million, which is not much higher than the company’s market value of R640.75 million when the deal was announced.

RMH said this is because of the difficulty it has faced in selling its property assets over the past five years, as well as the significant capital required to fund Atterbury’s future growth. 

Furthermore, the acquisition gives RMH shareholders the option of realising immediate and certain value at the prevailing market price, the company said. 

It explained that this must be considered against the ongoing operational costs of running a listed company.

Having considered all relevant quantitative and qualitative factors, the RMH board concluded that the acquisition is aligned with RMH’s monetisation strategy to realise value for shareholders.

AttBid explained in the circular to shareholders that it currently does not intend to change the nature of RMH’s business. 

However, the company will delist RMH once the deal has been concluded, with AttBid taking the company private. 

This may complicate the deal slightly, as the pace at which this can happen will depend on the level of shareholder support AttBid’s offer receives.