Brait is seeking R2.5bn from shareholders through a rights offer as the investment holding company moves into the final stages of its plan to unlock value and distribute its remaining assets.
The company said on Thursday the capital raise would help fund the repayment of its convertible bonds and support Virgin Active’s capital raise as it prepares the health club group for a potential listing or sale.
The rights offer will be priced at R1.51 per share, representing a 25% discount to the theoretical ex-rights price based on Brait’s five-day volume weighted average price before the announcement.
Brait’s NAV per share is R3.27, and the R1.51 rights offer price represents a 43% discount to NAV post-rights.
“Brait is in the final stages of its stated strategy to unlock value for its shareholders through the distribution of its remaining assets to shareholders,” the company said.
The rights offer will raise funds to redeem Brait’s convertible bonds, which amount to £138m including accrued interest. The company said it would also contribute £108m towards Virgin Active’s £175m capital raise.
Brait said the capital raise at Virgin Active would allow the business to reduce its gearing, fund refurbishment projects and support new club openings
Brait has been working to reduce its debt burden since 2020, when net debt stood at R7bn. The company said this had been reduced to R1.7bn through asset disposals and the listing and sale of part of its stake in Premier.
The company’s remaining portfolio consists mainly of Virgin Active, Premier and New Look, with the group focused on preparing each asset for a potential exit.
Virgin Active, which accounts for 54% of Brait’s total assets, has been the largest focus of the turnaround plan. The business reported a 37% year-on-year increase in earnings before interest, taxes, depreciation and amortisation (ebitda) to £110m for the year to end-December last year, it said.
Brait said the capital raise at Virgin Active would allow the business to reduce its gearing, fund refurbishment projects and support new club openings. It expects the group’s growth plans to position it for an exit within the next two years.
Premier has also continued to perform strongly after its return on the JSE. The FMCG group reported revenue growth of 7% and ebitda growth of 18% for the year ended March 2026.
Business Day reported the powerhouse food producer has risen by more than 218% in value since the relisting in 2023, taking its market capitalisation to just over R31bn. The group reported record earnings for the year, helped by its recent merger with RFG Holdings, which added new brands to its portfolio.
Brait said shareholders will vote on the required resolutions at an extraordinary general meeting on July 16. If approved, the rights offer is expected to open on July 27 and close on August 7
Brait previously raised R1.8bn through the sale of part of its Premier stake.
Premier’s share price has increased from R129.10 a year ago to R174.25 at Brait’s reporting date, with Brait now holding a 19% stake in the business, Brait said.
New Look, Brait’s smaller investment, also reported improved profitability. The UK fashion retailer achieved ebitda of £37m, more than double the previous year, supported by cost reductions and its digital strategy, according to Brait.
The company said the rights offer, together with existing facilities, would allow it to reduce its remaining debt obligations and remove the foreign exchange risk linked to its pound-denominated convertible bonds.
“Post implementation of the transactions Brait will have significantly reduced its debt obligations, removed the exchange rate risk of the GBP-denominated convertible bonds and have three well-capitalised businesses that are performing strongly and appropriately positioned for exit optimisation or unbundling,” the company said.
The rights offer has been underwritten by Titan and its affiliates, which hold 39.3% of Brait’s shares.
Brait said shareholders will vote on the required resolutions at an extraordinary general meeting on July 16. If approved, the rights offer is expected to open on July 27 and close on August 7.
Business Day
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