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Trustco Group Holdings Ltd.’s founding family has received a private takeover bid from VeldBridge Holdings Ltd., a Cayman Islands investment firm, in a deal that could reshape the Namibian group’s U.S. listing plans.
The offer targets the entire stake held by Group CEO Dr. Quinton van Rooyen, as well as family-held debt claims totaling 5.05 billion Namibian dollars ($281 -million) against various Trustco entities. The family currently holds about 71% of the group’s long-term debt.
VeldBridge is dangling up to $250-million in fresh debt financing for Trustco, at interest rates capped at 6.5% a year. But there’s a catch: the company would have to withdraw its ongoing NASDAQ application, paving the way for VeldBridge to pursue its own listing on NASDAQ or the NYSE, targeted for early 2026.
“This offer represents an exciting opportunity for Trustco to accelerate plans for listing on a senior US stock exchange,” said Deputy CEO Quinton Z van Rooyen in a statement.
The proposal also includes an equity swap — more than 7.3-billion common shares and 5,000 Series B preferred shares in VeldBridge — giving Dr. van Rooyen majority voting control in the acquiring company. He would join VeldBridge’s board and face a 12-month lock-up on his shares post-listing.
Chairman Advocate Raymond Heathcote SC called the approach “aligned with the long-term interests of Trustco” and said it could unlock “significant shareholder value.”
Beyond the corporate maneuvering, VeldBridge has pledged up to $5-million for a Namibian non-profit foundation to fund community and development projects.
The offer is valid for 21 working days after VeldBridge notifies van Rooyen of its own listing application or the withdrawal of Trustco’s, whichever comes later. Approvals from regulators and foreign exchange authorities will be needed, and terms could shift during final negotiations.
The Trustco board stressed the bid is a private offer to van Rooyen as a shareholder and creditor, and it hasn’t been asked to recommend the deal.
Trustco Group Holdings Limited is a holding company headquartered in Windhoek, Namibia, that owns subsidiaries engaged in diverse business activities spanning the real estate, mining, insurance, micro-finance, and education sectors. The Van Rooyen family owns a 69.8 percent stake in the group.
