Trustco Group Holdings, an investment firm majority-owned by Namibian businessman Quinton van Rooyen and his family, has commenced formal settlement discussions with its founding family’s investment vehicle and a group of European lenders over debt instruments with a combined outstanding balance of approximately NAD6.88 billion ($406.47 million).

The discussions involve Next Capital Proprietary Limited, a related-party lender and investment vehicle of the Trustco Founding Family, and European lenders holding approximately NAD 1.44 billion ($87.5 million). Next’s debt amounts to approximately NAD5.44 billion ($329.9 million), according to an unaudited reconciliation of balances at October 31, 2026.

The Namibian financial services group said its non-executive board members are representing the company in the negotiations. The company cautioned, however, that there is no certainty the discussions will result in a settlement.

Next Capital debt rises to NAD5.4 billion

The disclosed Next debt comprises three principal components: loans from Next, including accrued interest, amounting to NAD2.13 billion ($125.84 million); outstanding purchase consideration for the Huso acquisition of NAD2.95 billion ($174.28 million); and NAD360.1 million ($21.27 million) in subsidiary debt acquired by Next.

The total represents an increase from NAD3.93 billion ($232.18 million) reported in Trustco’s unaudited interim results at February 29, 2024, and NAD3.84 billion ($226.86 million) in its audited financial statements at August 31, 2023.

The increase includes NAD649 million reflecting the difference between Huso’s contractual outstanding purchase price and the fair value previously recognised in equity. Trustco said the previously announced debt-to-equity conversion has not been implemented, leaving the full contractual purchase obligation outstanding.

A further NAD499 million ($29.48 million) represents interest accrued on Next loans between March 2024 and October 2026, while NAD360.1 million ($21.27 million) relates to subsidiary debt acquired by Next after February 2024.

Previous lender standstill agreement has expired

The negotiations follow a standstill agreement Trustco reached with both lender groups in 2023. That agreement has since expired, although the disclosed balances include amounts that have yet to mature. Interest accrues on only part of the outstanding balances at varying rates.

Under the earlier arrangement, Next conditionally waived NAD622 million ($40.2 million) in accrued and unpaid loan interest, while the European lender group provided certain conditional undertakings. The latest announcement states that the October 31, 2026, balances are presented before any conditional waiver of interest.

Settlement outcome could affect financial position

Quinton van Rooyen, one of Namibia’s richest investors and the force behind Trustco Group Holdings, has built a financial empire that spans insurance, banking, mining, and property. Since becoming Group CEO in 2017, he has driven bold expansions, strategic acquisitions, and transformative financial moves, elevating the Windhoek-headquartered financial services group into a globally ambitious powerhouse that is forging towards a U.S. market presence.

Trustco warned that whether or not a settlement is reached could materially affect the group’s consolidated cash flows, financial position, profitability and the market price of its securities.

The company said the terms of any successful settlement would be assessed for compliance with the JSE Limited Listings Requirements. Shareholders were advised to exercise caution when dealing in Trustco securities until further details are announced.

All participating parties are conducting the discussions on a without-prejudice basis. Trustco emphasised that participation does not constitute an admission of liability, acknowledgment of indebtedness or confirmation of any agreement under consideration. The announcement was issued in Windhoek on November 13, 2026, by order of the board.