Minority shareholders approve Econet delisting and Exit Offer

ECONET

HARARE — Minority shareholders of Econet Wireless Zimbabwe Limited voted overwhelmingly in favour of the group’s voluntary delisting from the Zimbabwe Stock Exchange (ZSE) and migration to an Over‑the‑Counter (OTC) trading platform, with all resolutions receiving more than 95 percent support at an Extraordinary General Meeting held in Harare.

The special resolution to delist and migrate to an OTC platform was approved by 95 percent of minority votes after the majority shareholder recused itself from the vote. Shareholders also approved an Exit Offer entitling investors to US$0.50 per share, comprising US$0.17 in cash and US$0.33 in Econet InfraCo ordinary shares for each Econet share tendered. Two further resolutions — amendments to the company’s Articles of Association and authorising directors to implement the transaction — each received 97.3 percent approval.

What the approvals mean for investors

• Delisting and OTC migration: The company will remove its primary listing from the ZSE and migrate minority trading to an OTC platform, changing how shares are traded and potentially affecting liquidity and price discovery for retail and institutional investors.

• Exit Offer mechanics: Minority shareholders who accept the Exit Offer will receive a combined consideration of US$0.50 per share: US$0.17 cash plus one Econet InfraCo ordinary share valued at US$0.33 per Econet share tendered.

• Governance changes: Amendments to the Articles of Association and the board’s authority to implement the transaction clear the legal and corporate governance path for the delisting and related corporate actions.

Rationale and likely next steps

Company management has previously argued that delisting and migration to an OTC platform can reduce regulatory and compliance costs associated with a primary exchange listing, while enabling strategic restructuring of group assets and capital allocation. The board will now proceed to implement the approved resolutions, which typically involve:

1. Regulatory filings with the ZSE and relevant authorities to effect the delisting.

2. Operational steps to establish or confirm OTC trading arrangements for the remaining minority shareholders.

3. Execution of the Exit Offer, including timelines for tendering shares, payment of cash consideration, and issuance of Econet InfraCo shares to participating shareholders.

4. Communications to shareholders and market participants detailing timelines, tax implications, and practical steps for those who wish to remain invested or to exit.

Minority investors who did not tender shares will retain holdings that may trade on the OTC platform under new liquidity conditions; those considering the Exit Offer should review the terms, tax consequences, and the valuation of Econet InfraCo shares before deciding.

Market and investor considerations

• Liquidity and valuation: Migration to OTC markets typically reduces trading liquidity and may widen bid‑ask spreads, affecting retail investors more acutely than institutional holders.

• Shareholder choice: The Exit Offer provides a cash-and‑stock option for investors seeking an immediate exit; others may prefer to remain exposed to the group via OTC trading or by holding the InfraCo shares received.

• Corporate restructuring: The transaction may form part of a broader group restructuring that separates infrastructure assets (InfraCo) from operating businesses, a model used elsewhere to unlock value or attract different investor types.

 Econet minority shareholders approve delisting 2026