Cartrack heading for US listing

By Edward West Time of article published Jan 10, 2021

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Cartrack Holdings, a leading global provider of real-time mobility data analytics solutions for smart transportation, plans to delist from the JSE and list on the Nasdaq in the US, a statement said last week.

Cartrack said it had reached agreement with Karoooo, a company owned by founder and CEO Zak Calisto, for Karoooo to acquire all Cartrack shares by way of a scheme of arrangement.

The cash offer price for the 95.43 million shares would be R42 per scheme share, to be settled in cash, subject to a reinvestment offer.

Shareholders would have an opportunity to reinvest in the company, through a listing in the Nasdaq Global Select Market.

In terms of the scheme Karooooo will hold all of Cartrack Shares, and Cartrack would become its wholly owned subsidiary. The intention then was to convert Cartrack to a private company.

For the reinvestment offer, Karooooo shares would by listed on the Nasdaq with an inward listing on the JSE; and scheme participants who elect to participate in the reinvestment offer, would utilise up to a maximum of their scheme consideration to subscribe for Karooooo Shares, in accordance with the reinvestment entitlement ratio.

Cartrack said the proposals would create a more efficient global corporate and operating structure reflective of Cartrack’s international operations and global growth strategy; it would accelerate the growth strategy and it would enable it to attract and retain international talent.

The US listing would provide access to global technology infrastructure and research and development and assist in attracting a larger and more diverse pool of investors who understood the long-term value dynamics of Software-as-a-Service.

It would provide the group with access to global capital markets and potentially result in a re-rating of the company’s valuation, similar to that of global software peers. - Edward West

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