Kwa Nokeng eyes P1.37bn BSE listing
Lewanika Timothy | Monday September 21, 2026 06:00
Founding family custodian Clinton Van Vuuren and South African private-equity vehicle Chroma Capital 2 are selling 1.372 billion existing shares at P1 each, representing 49% of the company. The public offer opened on September 11.
Unlike a conventional capital raising exercise, Kwa Nokeng, the company, will not receive any money from the transaction to finance expansion, working capital or acquisitions. All proceeds will go to the existing shareholders' pockets, giving them a payday if the offer is fully subscribed.
“The proceeds from the offer will accrue entirely to the Selling Shareholders and the company will not receive any proceeds,” the issued prospectus states.
Based on the post-offer shareholding disclosed in the prospectus, Van Vuuren is selling about 699.7 million shares, potentially earning gross proceeds of around P700 million. Chroma Capital is disposing of approximately 672.3 million shares, placing its potential gross proceeds at P672.3 million.
Van Vuuren currently owns 51% of Kwa Nokeng, whilst Chroma Capital holds 49%. Following the transaction, their combined stake will fall to 51%, with Van Vuuren retaining approximately 728.28 million shares and Chroma holding around 700 million.
The transaction therefore allows both investors to realise part of the value accumulated in the business while collectively retaining control.
Chroma Capital, the investment vehicle of South African businessman Roshen Galal, acquired its 49% interest in Kwa Nokeng in 2019. The listing provides the private equity investor with a partial exit seven years after entering the fuel distributor.
Of the shares being sold, 1.322 billion have been allocated to a private placement targeting institutional investors, whilst 50 million shares worth P50 million have been reserved for the public.
The public allocation represents just 3.6% of the offer and about 1.8 percent of Kwa Nokeng’s total issued shares.
As it stands, the demand from institutional investors has already exceeded the shares available, meaning the shares could be oversubscribed. According to the prospectus, Kwa Nokeng has received irrevocable commitments for approximately 1.61 billion shares, equivalent to 117% of the total offer, before completion of the public process.
Kwa Nokeng expects to list all its 2.8 billion shares on the BSE’s Main Board in November this year at a P1 offer price per share, meaning the company will enter the market with an implied valuation of P2.8 billion.
The company traces its roots to 1968, when the Van Vuuren family opened a single trading operation in Machaneng. Over the decades, the business expanded from retail fuel into commercial distribution, building a network positioned along Botswana’s major freight and trade corridors.
Kwa Nokeng now operates 14 depots, of which 11 are owned, two leased, and one franchised, with combined storage capacity of 4.4 million litres. The company says it handles between 25% and 30% of Botswana’s diesel supply and is the country’s second-largest fuel importer behind state-owned Botswana Oil.
The group sold about 180 million litres of fuel during its 2025 financial year, generating revenue of P2.54 billion. Profit after tax rose to P190 million from P140 million in 2024 and P61 million in 2023.
Its prospectus forecasts revenue of P3.1 billion and profit after tax of P380.5 million for the 2026 financial year.
The company has also been rewarding its existing owners ahead of the listing, paying approximately P355 million in dividends across the 2024 and 2025 financial years. It declared P325 million in dividends in 2025 alone and plans to target between 80% and 90% of annual free cash flow for future dividend payments.