Mustek buyout drama: Novus faces TRP setback

Printing and packaging firm Novus Holdings’ offer to buy out other shareholders in technology group Mustek has hit a fresh regulatory hurdle.

The Takeover Regulation Panel (TRP) has “unilaterally withdrawn” its approval of Novus’s “firm intention announcement” regarding the Mustek offer and given the firm 20 business days to publish a revised announcement, Novus said late on Friday. It did not immediately provide reasons for the TRP’s decision.

Novus was legally compelled to make a mandatory offer to Mustek shareholders last November after its shareholding in the technology distributor breached the 35% mark.

An offer comprising a cash consideration of R13/share; or a cash amount of R7/share plus one ordinary share in Novus for each Mustek share held; or two Novus shares for each Mustek share tendered was then made to shareholders.

“Novus acknowledges the unfortunate impact and confusion that these developments may cause, and accordingly, Novus intends to appeal against the aforesaid ruling of the TRP on an urgent basis, on the grounds that it was improper, and will provide an update to the market as soon as it is able to do so,” Novus said in a statement issued via the JSE after markets closed in Johannesburg on Friday.

Speed bump

“Novus remains fully committed to the mandatory offer process and implementation thereof in accordance with its obligations in terms of applicable legislation,” it added.

This latest twist in the deal comes 10 days after Novus secured approval from the Competition Tribunal to buy a controlling stake in Mustek, although it attached some conditions related to employment.

The deal hit a speed bump in February when the TRP, an independent body reporting to the minister of trade, industry & competition, concluded that Mustek shareholder the DK Trust acted as a “concert party” to Novus’s bid to acquire Mustek.

Read: Why Novus wants to buy Mustek – Q&A with CEO André van der Veen

Following an investigation, the TRP concluded that Novus acted “in concert” with the DK Trust – created by late Mustek founder David Kan – in setting up the transaction, a move that may have disadvantaged smaller shareholders in Mustek.

Novus CEO André van der Veen told TechCentral at the time that although the findings by TRP were considered by Novus to be incorrect, the only party materially affected by the ruling was the DK Trust, which will for six months after the conclusion of the deal be barred from buying Mustek or Novus shares.

Van der Veen said that although Novus disagreed with the TRP’s findings, the statutory body’s internal appeal mechanisms are non-existent because trade minister Parks Tau is yet to appoint the relevant staff member to fulfil the function.

This left Novus with no other option but to take the matter to court if it wanted to rectify the disagreement. Van der Veen said this would only delay the deal without any substantial benefit to the stakeholders involved and so no legal action was pursued.  – © 2025 NewsCentral Media

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