Zimbabwe’s informal retail sector, coupled with persistently thin Victoria Falls Stock Exchange (VFEX) trading, has driven Edgars Stores Limited (Edgars) to seek shareholder approval to delist, arguing that the costs and obligations of remaining publicly listed no longer match economic realities.
The proposal followed years of subdued trading in the company’s shares and Edgars has argued that maintaining a public listing no longer offers sufficient benefits in a retail environment increasingly shaped by the growth of informal traders.
Zimbabwe’s leading clothing retailer believes operating as an unlisted company will provide greater flexibility to execute its strategy and deploy capital towards growth rather than regulatory compliance.
For context, during the 2025 calendar year, only 4.75% of the company’s shares in issue traded on the VFEX.
“Exiting now mitigates the difficulties associated with trading in a low-liquidity environment, ensuring the full value of investments can be realised rather than facing potential future trading limitations,” Edgars said in a circular sent to its shareholders.
“For context, during the 2025 calendar year, only 4.75% of the company’s shares in issue traded on the VFEX, representing just US$474,142 in value or an average of US$1,920 worth of Edgars shares traded per day”.
Edgars noted that against this backdrop, exiting now mitigates the difficulties associated with trading in a low-liquidity environment, ensuring the full value of investments can be realised rather than facing potential future trading limitations.
Edgars was listed on the Zimbabwe Stock Exchange in 1974 before migrating to the VFEX in 2024.
The group currently operates a network of 71 stores across Zimbabwe and remains committed to providing customers with quality products, value, and a differentiated shopping experience.
In addition to its retail operations, the company offers customer credit facilities, enabling greater accessibility to its products and enhancing customer purchasing flexibility.
“Edgars has proposed a voluntary delisting from the VFEX, with the delisting to be accompanied by an offer to its minority shareholders by Annunaki (Annunaki Investments (Private) Limited), the company’s largest shareholder, to acquire their shares at a price of US$0.0248 per share,” Edgars said.
“This move allows shareholders who prefer not to hold unlisted shares in Edgars to exit their investments prior to the delisting. Following the completion of the offer, Edgars will proceed with the delisting, thereby transitioning to an unlisted entity.”
Annunaki’s offer to minority shareholders represents 55.93% of the company’s issued ordinary share capital.
Shareholders who validly accept the offer on or before the closing date will receive US$0.0248 in cash for each Edgars share tendered.
Shareholders will vote on the proposed voluntary delisting at an extraordinary general meeting scheduled for 27 August, later this month. Afterward, the offer will open on 28 August and close on 18 September, after which Edgars intends to proceed with the termination of its VFEX listing, subject to shareholder and regulatory approval.
Annunaki is an investment company incorporated in Zimbabwe and the largest shareholder in Edgars, holding 22.28% of the total issued capital of the clothing retailer.
Edgars said that the board considers that operating as an unlisted entity will better support the company’s long-term growth and operational objectives, while the offer provides an equitable liquidity event for shareholders wishing to realise their investment.
“The board therefore unanimously recommends that shareholders support the delisting resolution,” Edgars said.
“In light of the benefits set out above, the board recommends the voluntary delisting of Edgars from the VFEX, together with the offer to shareholders.”
The directors consider that the delisting will create a more suitable platform for the company to implement its funding strategy.
“In particular, it is expected to facilitate access to a broader range of financing mechanisms and commercial arrangements that may be pursued more effectively as an unlisted enterprise,” Edgars said.
“Operating as an unlisted entity will allow Edgars to structure corporate actions, including rights issues, capital reorganisations, and internal restructurings, with greater flexibility.
This is expected to improve execution timelines, certainty of completion, and overall administrative efficiency relative to the demands of operating within the public market framework.”
According to Edgars, delisting will enable the firm to concentrate more fully on long-term value creation in a retail landscape increasingly shaped by the growth of the informal sector, including disciplined capital allocation, store footprint and format optimisation, merchandising, and working-capital efficiency.
“It will also facilitate more focused engagement with long-term investors, financiers, and strategic suppliers, and reduce the short-term performance pressures and reputational risks associated with public-market visibility,” Edgars said.