One of South Africa’s richest men to sell R1.3 billion of shares in his company

Karooooo CEO Zak Calisto plans to sell 1.5 million of his personal shares in the company for $50 (R890) a share, which has caused the company’s share price to plummet.

Karooooo announced on Thursday, 12 June 2025, that Calisto, who founded the company, plans to sell 1.5 million of his shares.

The company stated that this sale, expected to close on 13 June 2025, will result in gross proceeds of approximately $75.0 million (R1.33 billion). Karooooo will not receive any of the proceeds from the sale.

Calisto is Karooooo’s largest shareholder and will, even after the sale is completed, own 17,917,958 ordinary shares, or a 58.00% stake in the company.

Given Calisto’s significant shareholding, this sale will be made through underwriters that also have a 30-day option to purchase up to 225,000 additional ordinary shares from the CEO at the public offering price of around R890.

Calisto’s shares are not publicly traded and will become public by selling all of the shares to an underwriter, who gives the seller access to the public market.

The underwriter, therefore, guarantees that the seller will obtain the desired capital by buying all of the shares.

The underwriter will then make the shares publicly traded and sell them to other market participants at a profit.

The underwriter bears the risk of disposing of the shares at a lower price than what it was underwritten for and therefore takes possession of the shares at a discount to its market value to lower that risk.

At market open on 12 June 2025, Karooooo’s shares were worth R1,039.81. Therefore, the underwriters will be buying Calisto’s shares at a significant discount to the market price.

This is because, to generate a worthwhile return and manage its risk, the underwriters must buy the shares at a lower price than they can sell them for.

The announcement of this sale led to a drop of over 16% in Karooooo’s share price on 12 June, to around R878.77.

This is likely due to investor concerns about why Calisto would seemingly “cash out” on his investment in the company and whether this sale could be a result of a belief that the share price will decline.

In addition, the significantly discounted price at which the underwriters bought Calisto’s shares likely put downward pressure on the share price to bring it closer to that price.

Calisto’s substantial shareholding also means a higher supply of shares is available to trade on the market. 

This higher supply, if not met with equally high demand, can put significant downward pressure on the share price.

It should be noted that this transaction, while increasing the free float of Karooooo shares in the open market, is not a new issuance but a secondary offering.

This is because Karooooo is not issuing new shares. Instead, Calitso is making shares he once held privately available to the public through this sale.

One of South Africa’s richest men

Before founding Karooooo, Calisto was a member of Vehicle Tracking Services, which specialised in distributing telematics services from 1994 to 2001.

He also served as a member of Cell Communications, a company specialising in distributing telecommunication services, from 1994 to 1996.

In 2001, Calisto founded Cartrack Holdings in partnership with Netstar. Under his leadership, the company quickly became a tracking, data analytics, and business intelligence powerhouse.

Cartrack Holdings separated from Netstar in 2004 and was listed on the JSE in 2014.

Under Calisto, the company continued to expand globally, entering markets such as Southeast Asia, New Zealand, and the United States.

In 2021, Cartrack Holdings rebranded to Karooooo and was listed on the Nasdaq with a secondary listing on the JSE.

Karooooo has enjoyed immense success, with its share price having grown by nearly 60% since listing on the JSE.

This has translated into Calisto, as the majority shareholder, becoming one of the wealthiest men in South Africa.

In January 2025, it was estimated that the CEO’s shareholding, and therefore his net wealth, was worth just under R18 billion.

This level of wealth would make him one of only a handful of South Africans to have reached dollar billionaire status, including Johann Rupert, Patrice Motsepe and Koos Bekker.