Prosus shareholders approve purchase of Naspers shares

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Shareholders of tech investor Prosus NV on Friday approved a deal with South African parent company Naspers Ltd that will transfer most of the economic value of related companies to Amsterdam.

As part of the deal, announced on May 11, Prosus – which owns 28.9% of the capital of Chinese internet giant Tencent – will launch an offer to purchase up to 45.4% of the shares of Naspers, by issuing new Prosus shares to pay for them.


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The approval, which came with 90% of the votes in favor of the deal, was already practically assured from Prosus’ side, as Naspers has retained a majority stake in Prosus since the company’s split in an initial public offering in 2019.

The offer

During an offer period which will run from July 11 to August 13, Naspers shareholders who wish to tender their shares to the Prosus offer will receive 2.27 new Prosus shares, a slight premium over the price. current Naspers share.

Prosus shareholders will also benefit, executives say, as the Naspers shares they buy are trading at a steep discount to the value of their underlying assets. The two companies are worth less than the $ 200 billion Tencent stake held by Prosus.

The deal aims in part to narrow that valuation gap and move more of Naspers out of South Africa, where it has an inordinate weighting on the Johannesburg Stock Exchange.


Once the transaction is completed, Prosus will own approximately 60% of the underlying assets and Naspers approximately 40%. Naspers will retain control of Prosus through special voting rights, and they will continue to share a single board of directors.

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