Pick n Pay ends pyramid – Ackermans to retain control through new B shares

Customers exit a Pick n Pay Stores Ltd. supermarket in Johannesburg, South Africa, on Monday, July 25, 2011. Pick n Pay Stores Ltd., South Africa's second-biggest grocer, this month said it plans to fire 3,137 workers, or 8.6 percent of its workforce, to trim labor costs. Photographer: Nadine Hutton/Bloomberg
Customers exit a Pick n Pay Stores Ltd. supermarket in Johannesburg, South Africa.

Pick n Pay is to replace its current pyramid ownership structure with a simpler, more modern single share listing. Shareholders will vote on 25 July. The pyramid structure was introduced in 1981 by the Ackerman family to prevent a hostile takeover.

The pyramid, which entrenches family control, is structured in the form of a dual listing on the JSE. The Ackerman family owns more than 50% of shares in Pick n Pay Holdings Ltd , which in turns owns more than 50% of shares in Pick n Pay Stores Ltd.

This type of structure has come over time to be seen as cumbersome and outdated, and the Ackerman family has therefore come forward with a proposal which would unbundle the pyramid structure while retaining family control. The proposal has been approved by both Pick n Pay Boards.

Read also: Sometimes businesses get too big for founding families – like Pick n Pay

In essence, the proposal will:

  • collapse the pyramid by unbundling all shares in Holdings, with Holdings shareholders receiving shares in Stores on a pro rata basis;
  • mean that all shareholders in Pick n Pay will hold their shares in a single Stores listing. Holdings would delist from the JSE, and would be wound up;
  • allocate to the Ackerman family a new class of unlisted voting shares in Stores (“B Shares”). This will ensure that the Ackerman family continues to have a controlling interest in the company.

Commenting on the proposal, Pick n Pay chairman Gareth Ackerman said: “Unbundling the pyramid will streamline the Pick n Pay Group into one listed entity, with benefits for the company and potentially for all shareholders.

Over time, the simpler structure should improve Pick n Pay Stores’ appeal to investors, which could in turn help our long-term growth strategy. The proposal will maintain Ackerman family voting control over Pick n Pay.  The family has had control of the company for almost 50 years.”

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