Business

RDC opens offer for PrimeTime equity

Landmark: Masa Centre is one of RDC’s flagship properties in Botswana
 
Landmark: Masa Centre is one of RDC’s flagship properties in Botswana

The latest developments come after a tense 2024 in which RDC launched a hostile takeover bid for PrimeTime, sparking complaints to the BSE which instituted a probe into the matter last October. A hostile takeover, a rarity in the local market, occurs when a bidder approaches target investors directly for their shares, rather than going through the board or management.

RDC Properties says the strategic move will strengthen its portfolio and expand its presence in areas and sectors where it currently does not have a footprint.

The acquisition will be executed through a share swap arrangement in which RDC Properties is offering PrimeTime shareholders an opportunity to exchange their existing shares for a proportion of the shares in RDC. The offer has also been sweetened by the offer of bonus shares.

RDC Managing Director Jacopo Pari told BusinessWeek the structure of the deal is designed to give PrimeTime investors access to a more diversified and regionally positioned property portfolio under RDC management.

“We want at least 40% of PrimeTime, if it’s less, it’s like going to fight a battle with your hands tied behind your back, and it does not make sense,” he said. “We want to enforce good governance and ensure that everything is done in the interest of shareholders. “To do that, we need a major shareholder with the power to influence decisions, and to have that influence, we need the numbers.”

Further, the latest developments follow the extensive investigation by a BSE regulatory committee which was focused on ensuring transparency, compliance with listing requirements and the protection of shareholder interests.

Pari noted that during the investigation, RDC chose not to respond to allegations, whilst also maintaining transparency with the market. He acknowledged that the process had a negative short-term impact on PrimeTime’s performance as the rival firm’s share value declined. However, he expressed confidence in the long-term value of the acquisition.

“We know their performance has been affected, but their portfolio is still attractive. “It’s simply too small to be managed efficiently on its own and incorporating it into a larger portfolio makes it more viable, because the properties themselves are strong assets,” he said.

RDC Properties holds a diverse portfolio in retail, office and hospitality properties whilst PrimeTime’s assets are predominantly office and retail. Both groups have a presence outside Botswana and lower exposure to industrial assets.

Looking ahead, Pari revealed that RDC is investing in sustainability by installing solar panels across its properties.

“We have already signed Power Purchase Agreements and we are continuing to reinvest in and improve our portfolio,” he said.