Tongaat Hulett refinery in KwaZulu-Natal.
Image: Supplied
By Roy Nzero
A dark shadow looms over one of the country’s most iconic listed companies, as the fourth and supposedly final deadline for the purchasing entity to raise funds in the ongoing business rescue process expired on 31 March without fulfilment.
When you hear that a company as storied as Tongaat Hulett, South Africa’s 130‑year‑old sugar powerhouse, is in business rescue, you brace for a financial storm.
But what has unfolded in the past 15 months is more than just a storm; it’s a full-blown hurricane of broken promises, missed deadlines, and funding gaps that leave everyone wondering, “Where is the money?”
Back on 9 November 2023, the Business Rescue Practitioners (BRPs) announced, with much fanfare, that the Vision consortium would acquire the Lender Group’s claims.
The plan was elegantly simple on paper: Vision would take on THL’s R8.5 billion debt, convert R4.9 billion into equity, giving Vision a whopping 97.3% ownership, and leave a residual R3.6 billion claim for the company on much friendlier terms.
Fast forward to 11 January 2024, and creditors gave the green light to this ambitious business rescue plan.
Yet, as weeks turned into months, the vision of a rapid turnaround began to blur. Instead of transforming THL’s fortunes, the plan has drastically failed to deliver, thereby causing deepened uncertainty among creditors, shareholders, and industry experts alike.
This entire charade takes on a far more sinister tone when one considers that Standard Bank plays a double or even triple role in this drama. Standard Bank is not only THL’s principal creditor but also Vision’s financial/transaction advisor and, critically now, the guarantor of Vision’s funding process which are now trying to drag the Industrial Development Corporation (IDC), by highly risking public and pension funds into this failed process. Vision is yet to show that it is able to finance the business rescue transaction.
Vision has now missed four payment deadlines. This is not just a conflict of interest, it is a catastrophic failure of governance and a direct insult to every creditor, employee, and shareholder who has been fed the illusion that rescue is underway.
In late 2023, Standard Bank issued a “letter of confirmation of funds”, assuring everyone that Vision had sufficient and ample cash in their bank account to conclude the business rescue plan, which was reconfirmed and reassured by the BRP’s on Creditors Meeting on 10 and 11 January 2024. However, that statement made by the BRP representatives, namely by Trevor Murgatroyd, has turned out to be more smoke than substance.
This conduct raises even more questions. Standard Bank is not an unsophisticated lender, it is an institution with vast resources and seasoned risk professionals.
Vision was contractually required to pay R3.51 billion by 6 December 2023, which payment never materialised. Despite the reassuring tone and the glossy letter from Standard Bank, Vision’s funding has always been just out of reach. And now, with whispers that Standard Bank is having to step in directly, to fund the Vision consortium, one can’t help but ask: Is the bank more interested in protecting its own interests than in saving THL?
Questions have been raised and doubts amplified regarding various aspects of Standard Bank’s evidently conflicted involvement and furthermore regarding the Business Rescue Practitioners themselves, particularly in relation to their confidence in the plan, their “potentially ulterior” motives, their possible conflict of interest, and their ability to deliver on implementation.
Creditors, shareholders and the like have been left feeling disenchanted and somewhat misled by the events that have transpired, particularly the twin themes of non-delivery and non-transparency.
If you’re keeping score, the numbers tell a grim tale:
It’s like waiting for a bus that never comes. At the January meeting, Vision continued to claim it had enough liquidity, and relied on the Standard Bank letter to back up its words.
Yet, no cash was seen. The repeated failure to meet these deadlines has forced the BRPs and the Lender Group to grant extension after extension, all while keeping creditors in the dark. This is no longer a matter of mere consequential delay.
It is the slow, agonising suffocation of a once-proud institution, enabled by silence, inaction, and perhaps something even more sinister. Section 151 of the Companies Act 71 of 2008 delves into the Role of Creditors in Business Rescue emphasising the significance of their involvement, It requires BRP’s to engage with creditors in a transparent manner, including informing them of developments that may affect the proposed business rescue plan.
Creditors and shareholders alike have voiced their misgivings and concerns with the BRP’s failure to adhere to these standard practices, which are mandatory requirements under law.
With Standard Bank’s vast power and resource, one is left to wonder about the actual extent of the bank’s relationship with the BRPs and perhaps with side kick-backs from the Vision parties…
As the clock ticks on, the BRPs and Vision began to pivot. With the voted business rescue plan stalled, they eyed “alternative transactions”, in other words, selling off THL’s valuable South African and International assets to Vision Sugar.
This isn’t just a minor shift; it looks suspiciously like asset stripping, a tactic that could gut THL of its very soul rather than saving it.
No asset sale can legally and rightfully proceed until the shareholders votes for it. Even if the payment eventually comes through and Vision pays the outstanding purchase price to the Lender Group, the legal battle by the shareholders, to protect their rights, could push finalisation well into never ending times. And that’s a future no one wants to imagine for a company already gasping for air.
Let’s not forget the human cost. THL isn’t just a name on a balance sheet, it’s a lifeline for thousands of employees, suppliers, and local communities in KwaZulu-Natal. Every missed payment, every unexplained delay, chips away at the trust that underpins the entire rescue process. The damage inflicted over these fifteen agonising months by Vision’s inability to secure the necessary funding is incalculable and far outweighs even the losses from previous aborted plans like the Kagera Plan.
What is being allowed to happen under the guise of "rescue" is in fact the deliberate erosion of value and trust. Business Rescue Practitioners, namely Trevor Murgatroyd, PF van den Steen and GC Albertyn, have been entrusted with the fiduciary responsibility of preserving this company for the benefit of its stakeholders, now appear to be functioning as enablers of decay. Why are they still at the helm after four missed deadlines by the purchasing party? How many more lifelines will be extended to an entity that has failed, time and time again, to show the capital or capability to take over? And more importantly: WHY?
It’s high time for a change. The entire debacle demands full, unvarnished transparency. Stakeholders deserve to see every document, every agreement, and every extension that has been quietly granted.
Government Stakeholders, Anti-Corruption Institutions and Regulators must step in to scrutinise the various roles played by Standard Bank and the BRP’s to ensure that the rescue process prioritises THL’s long-term survival over the financial manoeuvring and perhaps “personal” vested interests.
The BRPs, who remain in charge despite this prolonged and prejudicial limbo, are either unwilling or unable to challenge this obvious conflict.
Meanwhile, thousands of jobs, billions in creditor value, the company’s entire listed shareholding, and the stability of a listed company are being gambled away on a single, repeatedly defaulting buyer who remains shielded by an orchestrated, seemingly negligent business rescue practitioner. Is this not the very kind of scenario the Companies Act and the Financial Sector Regulation Act were enacted to prevent?
When promises turn out to be nothing more than well-rehearsed speeches, and deadlines slip by without a trace of action, the truth becomes painfully clear. Tongaat Hulett’s future hangs in the balance, and it is up to those in charge to make the hard calls now. The time for secrecy, sympathy, and indulgence is over. The world will be watching, and so will the thousands whose livelihoods depend on the outcome of this high-stakes drama.
Roy Nzero is a small scale farmer in Jozini, KZN with a masters in agricultural science.