Major win for South African tech company

Novus Holdings has defeated the Takeover Regulation Panel in Court, making its takeover of Mustek far more likely.

Novus acquired over 35% of Mustek last November, triggering a mandatory buyout offer. Novus offered Mustek shareholders R13 per share.

Shareholders also had the option to sell for R7 plus one Novus share, or trade one Mustek share for two Novus shares.

Mustek’s shares are currently trading at R13.50 while Novus’s shares are trading at around R6.50 per share.

Novus provides media monitoring, analysis services and automation services, while Mustek is a technology manufacturer, known for its Mecer brand.

Despite receiving approval for the deal from the Competition Commission in March, the Takeover Regulation panel ordered Novus to withdraw and resubmit its offer to acquire Mustek.

The TRP had previously unconditionally approved Novus’ firm intention announcement for release in November 2024.

Novus appealed against the Ruling urgently because it was improper, with the appeal heard on 25 April 2025.

The following day, an Order was granted by the High Court declaring the Ruling unlawful, unconstitutional and set aside. The TRP was ordered to pay the application cost, including the cost of two counsels.

The order directed Novus to post an offer circular reflecting its FIA and supplementary Firm Intention announcement (dated 6 March 2025).

These must be posted within five days of the order or as long as the Panel determines after consultation with Novus. 

The company said it engages with the TRP to publish its circular to Mustek shareholders as soon as possible.

Although the TRP said it would evaluate the High Court’s decision and how it would affect its regulatory authority, it would take the necessary steps to avoid delaying the transaction.

The TRP will fully reserve the right to reconsider the issue once the court shares its reasoning with the involved parties.

The merger will still need to be considered by shareholders, but the win in court clears a major regulatory hurdle for the companies.