Nampak seals Zimbabwe unit sale to TSL

STAFF WRITER
South African packaging giant, Nampak Limited, has finalized a sale and purchase agreement to dispose of its 51.43% controlling stake in Nampak Zimbabwe Limited to local conglomerate TSL Limited, in a transaction valued at US$25m.
The deal, however, remains subject to regulatory and other suspensive conditions.
The disposal marks a significant step in Nampak’s broader asset disposal programme, launched in 2023, which sought to raise ZAR2.6 billion (US$148.09m) within 18 months to strengthen its balance sheet and reduce debt.
“…. shareholders and the investing public are advised that the seller and TSL Limited (the purchaser) have concluded a sale and purchase agreement in respect of the sale, which agreement remains subject to various suspensive conditions,” Nampak Zimbabwe said.
“Accordingly, shareholders and the investing public are urged to continue to exercise caution when dealing in the company’s securities until a full announcement is made regarding the implementation of the disposal.”
The deal comes nearly a year after Nampak announced in October 2024 that it would divest from Zimbabwe, accepting a non-binding offer from TSL. That offer matured into a binding agreement signed on March 25, 2025.
Nampak’s latest interim results show that Nampak Zimbabwe returned to profitability in the half-year ended March 31, 2025, posting a profit of ZAR68m (US$3.88m). This marks a sharp turnaround from a loss of ZAR87.1 million (US$4.97m) recorded in the prior year.
Management noted that the disposal price of US$25m is expected to exceed the unit’s book value, reflecting investor confidence in the business’s long-term prospects.
“The group accepted a non-binding offer for the disposal of its 51,43% interest in Nampak Zimbabwe Ltd on 30 September 2024 for an amount of US$25m culminating in a contract for the disposal being concluded on 25 March 2025,” Nampak confirmed in its May half-year report.
Under the terms of the transaction, US$23 million will be payable upon the fulfillment of conditions precedent, including funding arrangements by TSL, shareholder approval at TSL, and regulatory clearances. The remaining US$2m will be settled in equal tranches of US$1m on the first and second anniversaries of the initial payment. Importantly, all proceeds will be settled in US dollars.
As of March 2025, Nampak Zimbabwe’s assets were valued at ZAR600.1m (US$34.28m).
The unit’s improved performance in recent months, coupled with the deal structure, positions TSL to expand its footprint in the packaging sector while offering Nampak much-needed liquidity for its turnaround efforts.











