CBZ Holdings Limited (CBZHL) has made a mandatory offer to all remaining shareholders of First Mutual Holdings Limited (FMHL) after surpassing a threshold set by the Zimbabwe Stock Exchange (ZSE).

The ZSE requires an offer to be made to other shareholders on a basis agreed with the main bourse when a person or group acquires at least a 35% stake in a listed company.

Last month, CBZHL concluded a 31,22% purchase in FMHL from the latter’s former majority shareholder, the National Social Security Authority (NSSA), which at the time had 65,53% shareholding in FMHL.

The acquisition of FMHL took CBZHL’s total stake in the firm to 36,22% as it already had an existing 5% shareholding in FMHL, triggering the mandatory offer.

In a notice yesterday, CBZHL told its shareholders that it was making an offer to buy out the remaining shareholding in FMHL.

“Notice is hereby issued in relation to the acquisition of 266,857,876 shares, constituting 36,35% (control block) shareholding in First Mutual Holdings Limited by CBZ Holdings Limited,” the group said.

“In accordance with the ZSE Listing Requirements and the Companies and Other Business Entities Act (Chapter 24:31), CBZHL is required to make a Mandatory Offer to all remaining FMHL shareholders.”

According to the notice, on September 5, 2023, CBZHL acquired 14 428 149 shares, constituting 1,9% shareholding in FMHL and acquired another 226 997 219 shares constituting 31,22% shareholding in FMHL from NSSA.

“The share purchase agreement to this transaction was signed on October 26, 2021 and conditions precedent were fulfilled in September 2023, resulting in the transfer of shares taking effect on September 6, 2023,” CBZHL said.

Prior to the NSSA deal, CBZHL had a 3,23% stake through a proxy, PIM Nominees Private Limited.

“The shares were beneficially held through Datvest Nominees prior to the acquisition of the NSSA shares and they were transferred to CBZHL as a direct holder on 28 September 2023,” CBZHL said.

The acquisition of a stake in FHML comes as CBZHL is already in the process of buying controlling stake in ZB Financial Holdings Limited, as it seeks to become a financial services behemoth to attract foreign investment to support national development projects.

As of the end of June, CBZHL had total assets valued at US$1,13 billion, a drop of about 20% from the end of last year.