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Barloworld Group, the South African industrial conglomerate led by Dominic Sewela, and its acquisition vehicle, Newco, said Namibia’s Competition Commission has unconditionally approved Newco’s offer. With this approval, the condition tied to Namibian regulatory clearance has been satisfied.
The only remaining regulatory approvals relate to COMESA and Angola’s competition authority. Filings in both jurisdictions have been submitted, and the companies are working with regulators to secure the necessary approvals.
As of the announcement, Newco has received valid acceptances for 76,674,288 Barloworld ordinary shares, representing roughly 41.1 percent of the company’s issued shares, excluding treasury shares. Combined with holdings from the consortium and the Barloworld Foundation, the total shareholding under Newco’s influence amounts to 64.5 percent of issued shares.
Barloworld offer extended amid regulatory approvals
In line with the circular issued in January 2025, the longstop date for the standby offer has automatically been extended by three months to December 11, 2025, due to pending regulatory approvals.
Sydney Mhlarhi, spokesperson for Newco, said, “The Namibian competition approval meets another transaction condition. We are working to complete the remaining approvals and are confident the offer will soon become unconditional. There has been a strong response from shareholders, which will help secure Barloworld’s long-term stability and create broad economic benefits.”
The offer will remain open to Barloworld ordinary shareholders until 10 business days after all conditions are met, provided the approvals are completed by the extended December deadline. Acceptances, once tendered, are irrevocable under South Africa’s Takeover Regulations.
A century-old company faces challenges
Founded in 1902 and widely recognized as Caterpillar’s distributor in Southern Africa, Barloworld has a long history in equipment distribution, industrial services, and logistics. Its delisting will mark the end of a long chapter while maintaining safeguards for employees and empowerment programs.
In the first half of fiscal 2025, the company's revenue fell by 5.8 percent to R18.1 billion ($1.04 billion), including a 37 percent drop in its Vehicle and Transport division and a 6 percent decline in Southern Africa Equipment.
The Barloworld takeover began with a cautionary announcement and negotiations in November 2024. On December 11, 2024, Newco, a consortium including Zahid Group, Katlego Le Masego Trust, and 100 percent Black-owned Entsha, formally declared its intention to acquire Barloworld. The acquisition vehicle, Newco, has been approved by the South African Competition Commission and, in August, by the Competition Tribunal.
