Astoria Investments proposes delisting amid significant share price discount

Astoria Investments, the Mauritius-domiciled investment holding company listed on the country’s stock exchange and the JSE’s AltX market, said Monday it intends to delist because its share price trades at too wide a discount to net asset value.

The company was spun off from RECM and Calibre in April 2022 and takes significant minority stakes in businesses, often investing alongside management teams to drive net asset value.

The company’s thinly traded shares shot up 24.79% on the JSE on Monday afternoon to R7.50 per share - a year ago, it was trading at R8.10. Some of its investments include in Outdoor Investment Holdings and Goldrush Holdings.

Astoria’s board said they wished to acquire all of Astoria’s shares for R8.15 per share in cash, following which the listings on the AltX and Mauritius stock exchange would be terminated.

If the delisting proposal gains approval among shareholders, the company intends to declare a distribution of 7,447,473 Goldrush Holdings preference shares (GRSP) to all Astoria shareholders in the ratio of 12 GRSP for every 100 Astoria shares held, immediately prior to the proposed delisting.

Astoria owns a 15.3% interest in Goldrush Holdings, which is the listed entity that controls 59.4% of Goldrush Group, which has bingo, LPMs, sports betting, and online gaming operations.

Astoria’s investment portfolio is managed by RECM Global, which is associated with Jan van Niekerk and Piet Viljoen, who are key figures in South African value investing circles.

Astoria’s board said they wished to delist because the large average discount at which its shares have traded relative to the net asset value per share, of 40% since 2021, meant that the company was not currently able to use its shares to buy investments without significantly diluting its shareholders.

This was despite satisfactory growth of net asset value per share since a suspension of trading in Astoria shares was lifted on April 19, 2021, and even having concluded a transaction to acquire assets using Astoria shares as consideration in 2024.

The closing market price of Astoria shares on October 24, 2025, was R6.01 per share, which represented a 44% discount to the net asset value per share as of June 30, 2025.

“The result is a lack of liquidity of the shares… Current market conditions, where most investment holding companies trade at significant discounts, despite being much larger, point to a continuation of the discount,” Astoria’s board said.

The board said Astoria had, over the last year, exited or partially exited two of its investments and, consequently, had sufficient cash resources at its disposal, so it was an opportune time to propose the offer to shareholders.

In a quarterly results announcement, also released Monday, the company said net asset value per share for the quarter to the end of September 2025 came to 1 099.10 cents, versus 1 401.08 cents at the same time last year, and 1 170.69 cents at the end of December 2024.

Apart from Astoria Treasury and Management (ATAM) and Outdoor Investment Holdings (OIH), no adjustments had been made to the fair values of the unlisted investments as of September 30, 2025, from those determined as of June 30, 2025, as the fair values were considered to still be appropriate.

The fair value for ATAM was updated to take into account the effect of operating income and expenses on its net asset value. The fair value of OIH was updated to reflect a special dividend and the repurchase of 10% of its share capital from Astoria during the current quarter.

BUSINESS REPORT