Kholosani Offers R555 Million for Mahube Shares

The consortium's firm offer would take the renewable energy company off the JSE if shareholders approve a scheme of arrangement.

Updated on Nov. 5, 2026 in Corporate Finance

Kholosani Offers R555 Million for Mahube Shares

Kholosani Newco 8 has made a firm offer to acquire all unowned shares of Mahube, valuing the company at about R555 million. The proposed cash payment is R10.06 a share, and the transaction would see Mahube delisted from the JSE if the scheme is approved.

Why it matters

The offer gives Mahube shareholders a cash exit at a substantial premium, and Mahube's board has said remaining listed no longer offers the most effective way to raise equity capital or support growth. For South Africa's renewable energy sector, the deal would move a listed wind and solar investor into private ownership.

The offer carries a 67.1% premium to Mahube's closing price of R6.02 on 3 November and a 140.7% premium to its pre-September price, with irrevocable undertakings covering 34.9% of issued shares. Completion depends on shareholder, competition and exchange control approvals that have not yet been granted.

The players

Mahube

Mahube is a JSE-listed special purpose acquisition company that has built minority stakes in several South African renewable energy projects.

Kholosani Newco 8

Kholosani Newco 8 is a special purpose vehicle backed by Kholosani 9, Damazuzu Investments and Matlotleng Capital that is making the offer for Mahube.

JSE

The JSE is South Africa's main securities exchange, where Mahube is listed and would be delisted if the scheme is approved.

The details

Kholosani Newco 8, a special purpose vehicle backed by Kholosani 9, Damazuzu Investments and Matlotleng Capital, is proposing to buy out minority shareholders through a scheme of arrangement. Mahube, listed on the JSE in 2015 as a special purpose acquisition company, holds minority stakes in the Dorper Wind Farm, Lesedi Solar Farm, Letsatsi Solar Farm, Jasper Solar Farm and Noblesfontein Wind Farm.

Timeline

  1. September: Mahube first alerted investors to a possible buyout.

  2. 3 November: Mahube closed at R6.02 a share, the reference price for the offer premium.

  3. 5 November: Mahube announced the firm offer.

  4. Within 20 business days: Mahube expects to distribute the shareholder circular.

Market Dynamics

The offer follows the scheme of arrangement route used for take-private transactions under the Companies Act, allowing a bidder to secure a majority with irrevocable undertakings before a shareholder vote. It reflects a pattern of small listed renewable energy vehicles on the JSE being bought out by private consortia as public equity has become less attractive for funding.

Mahube shareholders who accept the scheme would receive R10.06 a share in cash, a sizeable premium to the pre-offer price. Holders who do not vote in favour would be bound by the outcome if the scheme is approved, so the circular's terms will determine whether an exit at this price is worthwhile.

The takeaway

A firm offer at a large premium gives Mahube shareholders a clear cash exit, but completion still hinges on several regulatory approvals. Shareholders should read the circular closely once it is distributed.

What happens next

Mahube expects to distribute a detailed shareholder circular within 20 business days, setting out the terms and the vote on the scheme.

Further reading

For related deal activity, see the Corporate Finance section covering South African takeovers and delistings.