Tag Archives: Jan van Niekerk

Astoria Investments Ltd – Q3:25 Results Note – Probable Delisting

Share Code: ARA – Market Cap: R506m – Discount to Offer: c.9%

Q3:25 Results: Not the big news…

  • Astoria reported Q3:25 results with NAV in USD growing +3% to $0.64 per share and decreasing 6% in ZAR to 1099cps.
  • After prior and current period realisations of ISA Carstens and Outdoor Investment Holdings (OIH), NAV now c.31% cash.

Commentary: The big news – Proposed delisting (& unbundling)

  • Astoria has proposed a repurchase offer, proposed delisting (off the JSE and SEM) and the unbundling Goldrush:
    • The share repurchase offer is priced at 815cps, limited to a maximum of 42.5% of shares, and is conditional on a range of items, most notably the resolution to approve delisting Astoria from the JSE and SEM exchanges.
    • In the event of the delisting being approved, Astoria will also unbundle 7.5m Goldrush preference shares (12 GRSP shares for every 100 Astoria shares held) or c.83cps of value (before the SENS announcement) or c.72cps of value as of the date of this note (based on GRSP’s share price).
  • Irrevocable undertakings have been made to vote in favour of all resolutions (59.33% disinterested vote) and not to accept the repurchase offer (57.81% will go “private” with the company’s delisting, i.e. 42.19% of shares are left to accept the cash portion of the share repurchase before the delisting).
  • Given the irrevocables, the pricing of the offer (in line with our ‘fair value’ without a control premium given that control is not changing in this repurchase) and, thus, the likelihood of a positive fairness opinion, we believe it is probable that Astoria’s repurchase, unbundling and delisting will proceed.

Valuation, 12m TP & Implied Return: Delisting Price

  • Given the pricing of the transaction to delist and the probability of its approval, we update our fair value and 12m TP to the transaction price of 887cps or c.9% higher than the share price.
  • Interestingly, this essentially lines up with our Sum-of-the-Parts fair value for Astoria of c.905cps after a 17% HoldCo discount (previously: 16.3%).

Astoria Investments Ltd – H1:25 Results Note – Lots of Dry Powder on Hand

Share Code: ARA – Market Cap: R490m – Discount to NAV: c.28%

H1:25 Results: Beyond Diamonds

  • Group NAV slipped -3.5% to $59.85 per share (FY 24: $61.99) or down -9% to 1065cps (FY 24: 1171cps) as the continued diamond bear market took the diamond investments from a c.113cps contribution to Group NAV (end of FY 24) to zero.
  • If the c.113cps diamond investments are reversed from FY 24’s NAV, the Group’s NAV would have grown slightly (+3% p/p).
  • Beyond diamonds, positive developments include a clean exit from ISA Carstens, strong performances from Leatt Corp and Goldrush, and OIH’s exit from A-Tec. Following the period, OIH repurchased some of Astoria’s shares for R105m in cash.

Commentary: Capital Allocation Options

  • Given all the realisations during (and post) the H1:25 period, the Group is currently quite cash flush, and where management allocates this capital will be pivotal in future NAV.
  • Perhaps illustrative of management’s capital allocation intentions is that one of these realisations lowered the Group’s significant exposure to OIH (i.e. dropping portfolio concentration) and another was CFD’s in Astoria’s own share.

Valuation, 12m TP & Implied Return: More than Priced In

  • We estimate that Astoria’s share is trading at c.28% discount to NAV (Previously: 36%), which includes the partial realisation of OIH, the cash receipt from ISA Carstens and Leatt Corp and Goldrush’s latest share prices (and exchange rates). Cash (& cash equivalent) now forms c.24% of the Group’s NAV.
  • With c.24% of Astoria’s NAV is net cash, the market is basically paying book value for the Group’s investments and offering investors this net cash for “free”.
  • If we take out our calculated “HoldCo discount” of c.16.3% (15.9%), we arrive at a fair value for Astoria’s shares of c.913cps (Previously: 858cps) or c.16% higher than the share price.

Rolling this fair value forward at our Cost of Equity, we arrive at a 12m TP of c.1076cps (Previously: 1020cps) that implies a potential return of c.36% from the current share price.

Astoria Investments – Results Note – Discount Appears too Wide

Share Code: ARA – Market Cap: R498m – Discount to NAV: 42%

FY 23 Results: A Mixed Bag of Results

  • Astoria’s USD Net Asset Value (NAV) felt pressure and slipped marginally to $0.7947 per share (FY 22: $0.8266 per share), though the Rand NAV was slightly up at 1454cps (FY 22: 1406cps) as the Rand weakened over the period.
  • A decline in diamond prices was a headwind on diamond interests, loadshedding hurt Goldrush’s LPM performance & Leatt’s share price followed its sales down over an extra-ordinary trading period.
  • On the other hand, Outdoor Investment Holdings (OIH) traded (really) strongly (see relative sales performance below), ISA Carstens saw +10% enrolment growth & Vehicle Care Group (VCG) is proving its model nicely.

Commentary: Conservative NAV & Upside Optionality

  • Other than valuing A-Tec in OIH separately as a Norwegian asset and lifting ISA Carsten’s Academy multiple from 6.0x to 7.0x (but it remains well below other listed educational stock multiples), Astoria’s unlisted valuations remain largely consistent with history and, arguably, conservative.
  • A FY 24E normalisation in diamond prices & in Leatt Corp’s trading environment could point to upside in Astoria’s NAV (Leatt & diamond interests are a third of the Group’s NAV).

Valuation, 12m TP & Implied Return: Above Average Discount

  • Updating Astoria’s NAV to current prices, the share is trading at an above-sector-average c.42% discount to current NAV (Previously: 34%) despite its strong growth in NAV (+32.4% y/y CAGR in Rand-NAV since management took over on 1 December 2020)
  • If we take out our calculated “HoldCo discount” of c.13.9% (Previously: 15.0%) from this NAV, we arrive at a fair value for Astoria’s shares of c,1192cps (Previously: 1152cps) or c.49% higher than the current share price.
  • Rolling this fair value forward at our Cost of Equity, we arrive at a 12m TP of c.1420cps (Previously: 1365cps) which implies a potential return of c.77% from the current share price.