Corporate action

More JSE exits … more opportunities?

A shrinking bourse is not ideal, but if investors get their timing right, there’s more to it than picking up pennies in front of a steamroller

Richard Cheesman
Richard CheesmanPicture: Supplied/Urquhart Partners; Pexels/leefinvrede; FM collage

A total of 131 companies have exited the JSE since 2020, while only 39 new contenders have joined the fray over the same period, according to JSE figures. That brings the tally of listed companies to 261, down from 395 a decade ago.

The JSE has lost on average 20 companies a year since 2010. In the past year, private education business Curro, helium group Renergen, industrial conglomerate Barloworld, assurance group Clientèle, investment counter Astoria, tech group Metrofile and property developer Balwin have all left. While 2026 has been below average in terms of delisting numbers, some big names are slated for departure, including short-term insurer Santam, which has been listed for more than six decades, and chemicals giant Omnia.

And several companies are likely candidates for delisting, particularly investment counters like Trematon, Zeder and EPE Capital.

But the shrinkage has been particularly evident in the real estate sector, which has declined from 51 counters in 2020 to 43 today, according to independent property analyst Keillen Ndlovu.

Balwin, South Africa’s largest sectional-title housing developer, announced it was going private earlier this year after a buyout deal backed by the Public Investment Corporation worth R2.26bn. Other notable post-pandemic real estate delistings include Sandton City co-owner Liberty Two Degrees and Rebosis Property Fund, as well as three UK-based real estate counters with secondary listings on the JSE: Intu Properties, Industrials Reit and Capital & Regional.

The number of real estate counters is set to decline further, with rand hedge stock Schroder European Reit recently announcing plans to exit the JSE. Two weeks ago, small-cap counter Putprop said it, too, is considering a delisting.

Putprop stock surged 120% in the week after the announcement, signalling just how much money can be made amid a potential delisting. Still, it’s trading at a 50% discount to its NAV and a market value just north of R420m.

While consolidation through takeovers and mergers has contributed to fewer real estate listings, analysts cite a lack of scale and liquidity in the case of Balwin, Schroder and Putprop. Shares in all three stocks have been thinly traded for much of the past decade, with little to no interest from larger fund managers, which typically only invest in property counters with market caps exceeding R3bn and sizeable free floats. The result has been underwhelming share price performances and deep discounts to NAV, reinforcing the view that there’s not much upside to a JSE listing for smaller companies.

The undisturbed share price is a useful starting point, but it should be considered in the context of broader industry and market movements
Richard Cheesman

However, Sam Mokorosi, head of origination and deals at the JSE, tells the FM that there are encouraging signs of improving liquidity among smaller listings. Average daily value traded in the small-cap segment has doubled since 2021, compared with growth of 24% in mid-caps and 38% in the top 40. “This points to increased trading activity and investor engagement in smaller listed companies, notwithstanding the structural liquidity and visibility challenges that can affect this part of the market.”

While Mokorosi concedes that new listings have been subdued in recent years, he argues this is not unique to the JSE but indicative of an international trend. “Exchanges globally are navigating changes in how companies fund their growth. Listing activity is heavily influenced by market sentiment and macroeconomic conditions.” He adds that many delistings have been driven by global mergers & acquisitions, corporate consolidation and take-private transactions at premium valuations.

Referring to the recent listings of Canal+ and Aimia, Mokorosi says the JSE remains a “significant and globally connected market” with a market cap of more than R24.2-trillion. In addition, listed companies have raised R20.1bn so far this year, contributing to more than R600bn raised over the past decade, which he argues reflects ongoing corporate activity and investor support for growth and expansion.

The trick, of course, for opportunistic investors, is to spot the potential delisting candidates — and then make doubly sure these counters will command a decent takeout premium by the backers wanting to take the business private.

There are plenty of suitable candidates for delisting, but picking these opportunities is tricky.

Richard Cheesman, a partner at Urquhart Partners, says investors need to distinguish between a firm offer with irrevocable undertakings and a transaction that is merely being considered. “From there, there is no end to the number of things that can potentially scupper a buyout. Famously, a sinkhole opened under a theme park that was being bought out in the US … days before the transaction was due to close, which rather complicated matters!”

More conventionally, Cheesman says the key considerations are whether shareholder approval is likely (including looking at irrevocable undertakings and any grumblings among the shareholder base), whether regulatory and competition approvals are likely to be forthcoming, what the material adverse change clauses look like and whether the acquirer has funding secured.

Then there is the downside of a delisting deal. Cheesman points out that deal arbitrage is often compared to picking up pennies in front of a steamroller. “The upside if the deal completes is usually considerably less than the downside if it does not. This makes position sizing critical.”

He says investors need to consider what the share is likely to be worth if the transaction breaks. “The undisturbed share price is a useful starting point, but it should be considered in the context of broader industry and market movements since the deal was announced, as well as any changes to the company’s fundamentals.”

The FM has rounded up some companies that might well be primed for a delisting sooner rather than later:

South Ocean Holdings

The electrical wire manufacturer — which is set to change its name to Cables 4 Africa — trades at roughly a third of its 310c a share tangible NAV and attracts scant market interest. The business, recently short-circuited by cheaper imports, gamely bounced back into the black in the recent interim trading period. The new large shareholder, US-based SAF Metals Holdings, which has a 20%-plus stake, might see this as an opportune moment to pounce with an opportunistic buyout offer.

RCL Foods

This food producer has been dogged by underperformance for a good number of years. It had a tough 2026, with its star pet food segment tainted by a salmonella outbreak. Investment counter Remgro, which has a bias towards unlisted investments and holds 100% of the unlisted Siqalo food business, has a dominant shareholding in RCL and would not need to dent its imposing cash pile to pitch a decent premium to take the business private.

eMedia Holdings and Deneb Investments

With Hosken Consolidated Investments (HCI) as the dominant shareholder in both these businesses, there is scant market interest in illiquid businesses operating in two very tough niches in the local economy — broadcast media and light industrial. Both businesses trade at modest earnings multiples and at substantial discounts to NAV. HCI would be better off with 100% of these cash flows, which it could pocket with a premium that won’t painfully stretch its balance sheet.

Trellidor

This security products manufacturer just does not have the scale to justify a JSE listing. It’s already bailed out of its only acquisitions and should now be primed for a takeover from a larger industrial player. If not, surely a management buyout makes sense, especially at current prices, which are a million miles from the IPO pitch in 2015.

Randgold & Exploration*

This cash shell has huge legal claims on mining houses currently in possession of assets that were unlawfully transferred out of the company during the reign of controversial mining magnate Brett Kebble. The court processes move slowly, but a buyout offer from any of the mining houses implicated — at a pitch that is considerably more than the current market value — cannot be ruled out.

Reinet Investments

Some frustrated shareholders might regard this Rupert-controlled investment vehicle as “all cashed up with nowhere to go”. Certainly, the deep discount on Reinet’s mainly cash portfolio suggests that the market has little faith in inspired financial dealmaking in the foreseeable future. The group could pay out a whopping dividend and then push to buy out minority shareholders at a price that still deeply discounts the remaining portfolio positions in other investment funds.

Nu-World Holdings

There is a (potentially) dangerous impasse at this household appliance distributor, with the old guard, the Goldberg family, trying to keep influential shareholder David Brouze at bay. Perhaps the only way to progress is for Brouze to pitch an offer to minority shareholders, which would probably need to be a decent premium on the ruling price but nowhere near the hard NAV of nearly R70 a share.

Kore Potash

Kore Potash, which owns the Kola and DX Potash projects in the Sintoukola Basin in the Republic of Congo, has been engaged in a formal sales process since late 2025. One potential bidder stepped away, but two parties are weighing up a buyout. In the unlikely event of both bidders walking away, investors are still left with participation in promising potash projects, which do, however, come with some steep funding requirements.

* Hasenfuss holds shares in Randgold & Exploration