Benzinga | Mar 22, 2021 07:02AM EDT

Karooooo Ltd. Filing Shows IPO of 4M Shares

This is the initial public offering of 4,000,000 ordinary shares of Karooooo Ltd. We are offering 2,500,000 of the ordinary shares to be sold in this offering pursuant to this prospectus. The Selling Shareholder (as defined herein) is offering an additional 1,500,000 ordinary shares to be sold in this offering pursuant to this prospectus. We will not receive any proceeds from the sale of the ordinary shares to be sold by the Selling Shareholder.

We have applied to list the ordinary shares on the Nasdaq Global Select Market under the symbol "KARO". The ordinary shares of Cartrack Holdings Limited, our subsidiary, are listed on the securities exchange operated by JSE Limited (the "JSE") under the symbol "CTK". Cartrack Holdings Limited is expected to delist from the JSE in connection with the corporate reorganization described in this prospectus and we have been approved for a secondary listing of our ordinary shares on the JSE under the symbol "KRO." The closing price of the shares of Cartrack Holdings Limited on the JSE on March 19, 2021 was R70.00 per share, or $47.52 per share, reflecting the U.S. dollar equivalent when adjusted for the ten to one share consolidation described under "Corporate Reorganization" in this prospectus and applying the rand/ U.S. dollar exchange rate of R14.7310 to U.S.$1.00 as of March 19, 2021.

After the completion of this offering and the Reinvestment (as defined herein), our Chief Executive Officer will beneficially own approximately 58.2% of the voting power of our outstanding ordinary shares (or approximately 57.1% if the underwriters exercise their option to purchase additional ordinary shares in full). As a result, we expect to be a "controlled company" within the meaning of the corporate governance standards for Nasdaq-listed companies and will be exempt from certain corporate governance requirements of such rules. See "Principal and Selling Shareholder."