Vodacom has announced a “ground-breaking” BEE ownership transaction, valued at R17.5 billion.
The “largest ever BEE transaction in the ICT sector” includes existing BEE partners and a new staff scheme, said Vodacom.
YeboYethu will remain listed on the BEE segment of the JSE, it added.
The new scheme will see BEE partners exchange their current shareholding in Vodacom South Africa for a shareholding of between 5.8% and 6.25% in Vodacom Group.
“Vodacom Group has agreed terms with Royal Bafokeng Holdings, Thebe Investment Corporation, YeboYethu, and a newly-formed staff scheme – whose combined interests will be consolidated into a new YeboYethu BEE structure that will own shares in Vodacom Group,” said Vodacom.
The transaction remains subject to regulatory and shareholder approvals.
“It will replace and build on the R7.5-billion Vodacom SA BEE ownership scheme that was concluded in 2008 and anticipated to unwind on 8 October 2018.”
“The existing transaction, comprising a 6.25% shareholding in Vodacom SA held by YeboYethu, RBH, and Thebe has delivered meaningful value to its participants, benefitting over 102,000 YeboYethu investors and 8,500 current and past Vodacom SA employees.”
The new BEE transaction will be funded through a combination of third-party and vendor financing, and has a 10-year funding term.
“A critical component of the transaction will be Vodacom SA employees, 4,637 of whom will participate in a new staff scheme funded by Vodacom Group to the value of R3.5 billion. Through this vehicle, employees will own approximately 20% of YeboYethu.”
“The new BEE transaction will see the Vodacom SA BEE shareholders settle their outstanding vendor funding. RBH and Thebe will then exchange their shareholding in Vodacom SA for shares in YeboYethu.”
“Post this consolidation of the BEE shareholding in YeboYethu, YeboYethu will declare a R3-billion special dividend, or circa R67 per YeboYethu share, to its shareholders.”
“A new staff scheme, funded by a R1.05-billion contribution from Vodacom Group, will acquire YeboYethu shares from the existing Vodacom SA ESOP and subscribe for additional YeboYethu shares.”
“YeboYethu will then exchange its shareholding in Vodacom SA for shares in Vodacom Group. YeboYethu will issue R5.8-billion preference shares to third-party banks and R4.7-billion preference shares to Vodacom Group, and use the proceeds to subscribe for new shares in Vodacom Group.”