Archive for the 'Private Equity' Category

Executive pleads guilty as collapse of $14bn Abraaj hits PE flows into Africa

The ongoing collapse of the giant Abraaj platform in the world’s biggest private-equity insolvency has hit flows into Africa-focused private-equity funds. Former Abraaj managing partner Mustafa Abdel-Wadood is cooperating with New York prosecutors after pleading guilty in a Manhattan court 2 weeks ago. He could face up to 125 years in prison.

Abraaj was founded in 2002 and based in Dubai. It was one of the world’s most influential emerging-market investors and acquired the Aureos private equity funds in 2012 (as reported in this blog) with the support of key Aureos investor CDC. At the time of the collapse Abraaj managed almost $14 billion on its platforms with 30 funds and holdings in health-care, energy, lending and real estate in Africa, Asia, Latin America and Turkey.

Abdel-Wadood, age 49 years and a citizen of Egypt and Malta, was arrested in April in New York while taking his wife and son to look at universities, according to this 28 June report on Bloomberg news. In a prepared statement in a Manhattan Court on 28 June he choked back tears as he said: “I knew at the time that I was participating in conduct that was wrong.. I ended up drifting from who I really am. For that, I am ashamed.” He is under house arrest subject to $10m bond.

He is one of six former Abraaj executives facing racketeering and securities-fraud charges. Founder and chief executive Arif Naqvi, from Pakistan but a UK resident and regular participant at Davos conferences, was arrested in London in April and detained at Wandsworth Prison. In May he was released on conditional bail of £15m ($19m) in May while fighting extradition to the US (see this report in the Financial Times . Other former executives charged were Chief Financial Officer Ashish Dave and managing directors Sivendran Vettivetpillai, Rafique Lakhani and Waqar Siddique.

Anonymous warnings had been sent to potential investors in September 2017, according to a 5 May  Bloomberg report . The email, entitled “Abraaj Fund 6 Warning” stated: “The governance is not what it appears but employees are afraid to speak or partners entrenched so don’t speak,” the email read. “There is no smoke without fire. Be the hero in your firm and uncover the truth by asking simple questions.”

However, Abraaj answered queries to investors’ satisfaction although the $6bn fund eventually did not go ahead.

According to press reviews of the governance lapses that had led to the collapse, expenses at Abraaj had been running higher than income from management and performance fees on the funds leading to multimillion dollar operating losses. The group borrowed, and in the 9 months to March 2018 financing costs came to $41m. It hoped to sell assets to avoid a cash crunch but the deals were repeatedly delayed, according to The Economist.

Money had been moved out of funds to cover losses, according to the US Securities and Exchange Commission (SEC). It says that Naqvi and Abraaj Investment Management Limited (AIML) misappropriating $230m from the Abraaj Growth Markets Health Fund (AGHF), which closed at $1 billion in 2016, between Sept 2016 and June 2018. The funds were supposedly for acquisitions but the SEC says Naqvi commingled the assets with corporate funds of AIML and its parent company, Abraaj Holdings – essentially moving them into the company’s bank accounts.

Four limited partner (LP) investors in the Abraaj Healthcare fund, including Bill & Melinda Gates Foundation and the International Finance Corporation, raised concerns, hired investigators and commissioned an audit. The news broke in February 2018 and Abraaj went for liquidation in the Cayman Islands and the United Arab Emirates in April 2018. It decided to restructure, so AIML was set up to manage the funds in 2018 and Naqvi was moved from being CEO of the funds, according to Private Equity Africa news website, which has been covering this story extensively.

According to the 28 June Bloomberg report Abdel-Wadood described the alleged conspiracy, which related to hiding Abraaj’s poor financial condition and convincing new investors to put up more cash, including lying to U.S.-based investors during meetings in Manhattan in 2016 as they sought to raise $3 billion for a new fund. The money they raised wasn’t spent the way investors were told, he said: “Put simply, money was co-mingled that should have been separated, and investors were not told the truth.”

Liquidators have been seeking other fund managers to take over the funds but in each case a share of LPs must approve the change of manager and Abraaj works with 500 LPs.

At the end of 2018, private equity house Actis was cleared to acquire 16 Abraaj funds covering Africa and Asia, including sub vehicles and legacy funds taken over from Aureos, and according to The Economist talks continue on the African funds, while Franklin Templeton is talking about taking over the Turkish fund. In May, US-based TPG said it would become custodian for the healthcare AGHF fund and in 2018 Abraaj returned the money it owed, plus interest.

The Economist quotes Linda Mateza of South Africa’s Government Employees Pension Fund, an Abraaj investor, saying: “We cannot afford not to invest in private equity because of the potentially higher returns.”

According to the 5 May Bloomberg report the audit into AGHF “had a ripple effect on private equity activity in emerging markets, and local buyout activity in the Middle East came to a near standstill”. The Economist magazine commented in May “Many large institutions have stopped investing in Africa and the Middle East, its home turf. In the year after its troubles became public, buy-out funds focused on the region raised just $1bn, a third of their annual average in the previous five years” citing figures from Private Equity International.

 “The firm’s problems were real. Its collapse last year consumed millions of dollars of investors’ money, the reputation of Dubai’s financial regulator and Abraaj itself. Even as rivals divide up the firm’s former empire, it threatens to cause yet more damage.” The article says Abraaj still owes over $1.2bn to investors. A letter by lawyers for investors in the $1.6bn Abraaj Fund IV is reported to claim that at least $300m went towards “wrongful transactions” and other funds could be owed tens of millions.

Do auditors help investors?

The Financial Times suggests that Abraaj’s auditor KPMG, which “exonerated the firm just a few weeks after the scandal broke” may have had a conflict of interest: “It transpired that KPMG had close ties to senior people in the business: the chief executive of KPMG’s Dubai arm had a son who worked at Abraaj, and one executive, Ashish Dave, had spent time at both Abraaj and KPMG”. KPMG also worked for companies that Abraaj invested into.

PwC, which became the liquidator for Abraaj, found a large funding gap and that the firm spent beyond its means and used other people’s money to fund the gap. The article interviews various experts.  Eamon Devlin, partner at MJ Hudson, an asset management consultancy that advises private equity investors, suggests changing auditor every 3 years, much like a listed fund has to, so that a 10-year fund gets through up to 3 different audit firms. He also says that investors should get “more investigative powers and responsibilities to look into these potential conflicts”.

One private equity executive says the industry should introduce requirements already used in US, UK and other places that an auditor working on one part of the business is not allowed to provide services to another part. Ludovic Phalippou, a finance professor at the University of Oxford’s Saïd Business School who authored the textbook Private Equity Laid Bare said; “[The Abraaj case] shows how much freedom there is for investors to be proactive. If they had been more proactive, [the alleged mishandling of funds] would not have gone unnoticed.”

Affiliate link: Phalippou writes on Amazon “The intention is to have a book that can be read more like a novel than like a regular textbook. In order to have long-lasting impact on readers, I believe in making things as simple as possible, boiling everything down to the essence, going straight to the point, and, most importantly, writing in an informal and hopefully entertaining way. The objective is for the reader to open this book with anticipation of having a good educational time. “

Warning about “less orthodox” private equity debts

Private equity fund managers (general partners or GPs) are using money promised by investors (limited partners or LPs) as security to borrow from banks. The Economist magazine says, in a recent article on the Abraaj crisis, says investors are becoming “warier of private-equity firms’ less orthodox tactics”.

The magazine says that GPs use these “subscription lines” to make investments without drawing down investors’ funds. This can then improve the returns they can offer investors – and by implication their performance fees. The article estimates about $400bn of this debt is used worldwide.

 It says that after Abraaj defaulted on several facilities, the banks called on the LPs to pay up. It quotes Kelly DePonte of Probitas Partners, which advises firms on raising capital: “They were not best pleased.”

The Economist claims the industry is getting more restrictive as LPs step up the amount of paperwork required, including reporting. This could mean that small and innovative firms – including some investing in Africa – may not be able to cope with the requirements as “side letters”—documents from each LP specifying the paperwork it requires from fund managers—now reach 100 pages, 10x what they used to be.

Do Africa’s $372bn pension fund assets facilitate inclusive growth and social stability?

One of the key challenges pension funds face: identifying enough appropriate, local investment opportunities to invest ever-increasing contributions
• Deregulation of prescription will unlock capital to flow where it is required in Africa

RisCura’s annual Bright Africa 2018 report is a highly recommended read on Africa’s capital markets. Check out the interactive website and download the short report at brightafrica.riscura.com.

Africa’s pension fund assets are now thought to be $372bn, according to leading pension fund consultancy RisCura. Some 90% of these assets are concentrated in Nigeria, South Africa which has $307bn in AUM, or 82%, Namibia and Botswana. Further, a few large funds dominate, including: Government Employees Pension Fund (GEPF) in South Africa, Government Institutions Pension Fund (GIPF) in Namibia, Botswana Public Officers Pension Fund (BPOPF), and a few large funds in Nigeria.

(NOTE, in a comparable story in 2015 we noted that total pension fund assets in 10 African countries were $379 billion in assets under management (AUM),85% or $322bn of this was based in South Africa. The change since 2015 may partly be due to currency decline at the time of compiling the statistics)

According to the Organization for Economic Cooperation and Development (OECD), total pension fund assets in OECD member countries in 2016 totalled $38 trillion, of which $25trn is held in the US, followed by Canada ($2.4trn) and UK ($2.3trn), the three countries making up 78% of the total pension assets.

In OECD countries, pension funds made up 50% of the economy, measured in gross domestic product (GDP) in 2016, up from 37% in 2006, while in other countries measured (“non-OECD countries”), they rose to 20% of GDP from 12%.

The table below shows pension fund assets in selected different African markets, according to data collected by RisCura. Assets under management (AUM) total $306.7bn in South Africa (pension AUM are 104% of GDP), $16.8bn in Nigeria (lots of space to grow as pensions are 4% of GDP), $10.7bn in Kenya (16% of GDP), $10.5bn in Namibia (99% of GDP), and $7.2bn in Botswana (48% of GDP). There is huge potential for growth in Egypt where pension AUM are estimated at 1% of GDP, Tanzania (10%) and Uganda (7%), Ghana (7%) and even Zambia (3%).

African Pensions statistics collated by RisCura

In OECD and non-OECD countries, pension fund assets are predominantly invested into bonds and equities, with 45% of assets allocated to equities. As capital markets have grown and regulators have advanced, the proportion of African pension funds invested into equities has increased, but in Nigeria and East Africa local currency bonds predominate. Local regulation is a key driver of asset allocation and often does not match the opportunities: “In many countries assets are growing much faster than products are being brought to market, limiting investment opportunities if regulation does not allow for pension fund to invest outside of their own countries” says RisCura.

“African pension funds have a pivotal role to play in facilitating inclusive growth and social stability. Larger pools of capital allow for investment in economic and capital market development,” argues the Bright Africa report. It says there is an urgent need to build resources: “Local institutional investors add credibility and often serve as a catalyst for greater external interest. Local investors also allow global peers to leverage local knowledge and networks.”

RisCura urges other countries to follow the lead of South Africa, Nigeria, Namibia and Botswana (we can also add Kenya to this list) in allowing pension funds to invest into private equity – in Nigeria the National Pension Commission (PENCOM) allows for 5% of assets into private equity as an asset class, which would amount to $842m on 2016 figures, but 75% must be invested in Nigeria and general partners have to be able to invest at least 3% in the fund, limiting the options and size of investment.

The report also highlights a huge role for supporting Africa’s urgently needed infrastructure development (Africa Infrastructure Country Diagnostic estimates $93bn per year of investment needed). However, it is important that frameworks created are compatible with the mandates and risk and liquidity factors, as well as “mindful of prudential oversight and limits necessary for pension and savings investment” says RisCura.

For these stats and more on the changing dynamics of retirement in Africa, download the excellent Bright Africa report and visit the interactive website. More than half, 52%, of African males over 65 years and 33% of females were “active in the labour market” in 2015, compared to 10% older men and 6% older women in Europe. Pensions in Africa are also seeking to adapt to the fact that many Africans earn and save informally, including Micro Pension Scheme in Nigeria where the informal sector is thought to be 70% of the workforce with 38m potential contributors and the Mbao Pension Plan of Kenya, using M-Pesa or Airtel Money mobile transfer services.

Private Equity Africa award winners 2017

Congratulations to all the winners and participants of the Private Equity Africa Awards 2017, who attended a glittering night of excellence in finance supporting Africa’s growth. The awards dinner was at the Savoy in London, and the final award-winners were selected by an independent panel of judges (see below) and recommendations from a nomination team at the London Business School Institute of Private Equity. For full details and more photos see Private Equity Africa website and the detailed pages on the awards and speakers.

Winners of 2017 awards were:

  • Limited Partner (LP) Award: CDC
  • Outstanding Leadership Award: Ziad Oueslati, co-founding Partner at AfricInvest. Award presented by Runa Alam, Chief Executive Officer at DPI. This was awarded based on voting by leading industry investors.
  • Venture Philanthropy Africa Award: Helios Investment Partners

House Awards – House of the Year: 

  • Sub-Saharan Africa House of the Year: Development Partners International (DPI)
  • SME Investor of the Year: AfricInvest
  • Credit Investor of the Year: Investec Asset Management

 

Special Recognition: Houses

  • Regional Investor – North Africa: Mediterrania Capital Partners

 

Deal Awards

  • Exit of the Year: Actis for Emerging Markets Payments
  • Large Cap Deal of the Year: Helios for Oando Gas & Power
  • Mid Cap Deal of the Year: 8 Miles for Beloxxi
  • Small Cap Deal of the Year: Apis Partners for Direct Pay Online
  • Credit Deal of the Year: Investec Asset Management with IHS Nigeria

 

Special Recognition: Deals

  • Infrastructure Exit: African Infrastructure Investment Managers (AIIM) for N3 Toll, Trans Africa and Bakwena Platinum Corridor

 

Portfolio Awards – Portfolio Company of the Year

  • Development Impact: Emerging Capital Partners (ECP) for Oragroup
  • Social Impact: Development Partners International (DPI) for HomeChoice
  • Innovation: Quona Capital for Zoona
  • Improvement: Quona Capital for Zoona

 

Advisor Awards – Advisor of the Year

  • Overall Legal Advisor of the Year (Deals & Funds): Clifford Chance
  • Funds Legal Advisor: Webber Wentzel
  • Deals Legal Advisor: Clifford Chance
  • Local Advisor of the year – Legal: Bowmans
  • Local Advisor of the year – Financial: Pangaea Securities
  • Single Deal Advisor – Legal: Bowmans for Tsebo
  • Single Deal Advisor – Financial: KPMG for Tsebo
  • Single Deal Advisor – Infrastructure: Latham & Watkins for Azura Power
  • Single Deal Advisor – Frontier: Grant Thornton for Microcred
  • Fund Administrator of the Year: Abax Services

 

Special Recognitions: Advisors

  • Global Financial Advisor: KPMG
  • Regional Advisor – North Africa: Freshfields Bruckhaus Deringer
  • Exceptional Single Deal Advisor: Aluko & Oyebode.

The awards are an occasion for Africa’s fast-growing private equity industry, focused mostly onto growth equity, to celebrate its achievements and highlight excellence. As a judge, I have been very impressed with the detail, scale and outcomes of some of the deals, which are transformative for many African economies and reflect many months of hard work, inspiration and a wide range of skills including legal, financial and negotiation.

This year’s judges are: Vivina Berla (Sarona), Daniel Schoneveld (Hamilton Lane), Jeremy Cleaver (CDC), John Kristensen (Swedfund), Obinna Isiadinso (IFC), Mark Florman (Listed Private Equity), Dushy Sivanithy (Rede Partners), Gozie Chigbue (CDC), Isaac Gross (Capria), Erika van der Merwe (Southern African Venture Capital Association), Alex Wolf (HarbourVest), Hervé Schricke (Association Française des Investisseurs pour la Croissance – AFIC), Jean-Luc Koffi Vovor (Kusuntu Partner), Matthew Craig-Greene (Family Office Data Alliance), Sunaina Sinha (Cebile Capital), Tom Minney (African Growth Partners), Daniel Broby (University of Strathclyde), Mark Flanagan (Aon Hewitt), Charles Rose (Hainsford Renewable Energy), Gail Mwamba (Private Equity Africa).

Sir Bob Geldof (8 Miles), Spencer Baylin (Clifford Chance), Gail Mwamba (PEA), Afua Hirsch (MC). Photo: Private Equity Africa

Private Equity Africa – 2016 in review

Great speakers and information at the Private Equity Africa 7th annual review and summit, with leaders of the African private equity world outlining key trends of 2017 and reviewing a tough 2016. There were excellent presentations by key speakers including David Cowan, Economist of Citi, Nigel Wellings of sponsor Clifford Chance and Leon Calvert Saunders of host Thomson Reuters.
The panel shared many key insights including the emerging trend to create credit funds. The panel was chaired by Spencer Baylin of Clifford Chance: Runa Alam (Development Partners International), Marlon Chigwende (Arkana Partners), David Damiba (Helios Investment Partners), Mark Jennings (Investec Asset Management), Suleiman Kiggundu (CDC) and Matteo Stefanel (Apis Partners).

Gail Mwamba: Private Equity Africa

Here are highlights from the presentation by Gail Mwamba, of Private Equity Africa, who organized and led the summit. They are the leading publication on private equity in Africa and have just published a very data driven 2016 annual report supported by global data from Thomson Reuters. For more information and the review (subscribers only) check the website.

Different international data sources have different ways of measuring fund-raising, but both show that 2016 was a hard year, particularly for smaller funds with little record. According to Preqin, $1.3bn was raised for Africa funds in 2016, down from $4.6bn the year before. EMPEA, which measures total fund-raising not just closes for sub-Saharan Africa, measured $1.9bn in 27 fund-raising transactions, down from $3.8bn in 31 transactions in 2015. Africa’s share of emerging markets fundraising was 4.5%, down from 8% in 2015. Globally fund-raising was up but emerging markets lost out. Looking at the charts however, 2015 was an exceptional year and the number is closer to the historical trend.

Source EMPEA


Credit fund-raising showed a similar pattern.

source EMPEA

The number of deals picked up, according to Preqin, with about 100 deals valued at nearly $3bn although Mwamba said the real number of deals was much higher was many are not published. Business services continued the most popular transactions, followed by industrials and then consumer. South Africa continued to attract the most deals (31%) while Nigeria won 11% of deals.

Source: Preqin

The 2016 deals by value were influenced a giant deal by little-known Chinese private equity firm, which paid $1.14bn to acquire Lundin Mining Corporation’s 24% stake in Tenke Fungurume copper mine in the Democratic Republic of Congo. Other deals were Wendel Group buying Tsebo Solutions, a logistics and facilities services provider with 34,000 employees spread across 23 countries in Africa, for ZAR5.25bn from a consortium led by Rockwood PE. The third deal was Helios investing into Oando Gas and Power.
According to Preqin there were 31 exits at total value of $1.4bn, down from 31 exits valued at $2.1bn in 2015. Two sales by Rockwood (Tsebo and Safripol) influenced the figures. The record high was $20.4bn of exits in 2014.

Source Preqin

Tonight – Private Equity Africa 7th Annual Review and launch of report

Tonight is an excellent meeting: Private Equity Africa 7th Annual Review & Outlook Seminar at Thomson Reuters HQ in Canary Wharf, London. The meeting “Generating alpha in uncertainty” features top speakers identifying 2017 trends in Africa, including emerging credit funds, private equity deal pricing and activity.
Speakers include: Leon Saunders Calvert (Thomson Reuters), Gail Mwamba (Private Equity Africa), David Cowan (Citi), Nigel Wellings (Clifford Chance), Runa Alam (Development Partners International), Marlon Chigwende (Arkana Partners), David Damiba (Helios Investment Partners), Mark Jennings (Investec Asset Management), Suleiman Kiggundu (CDC) and Matteo Stefanel (Apis Partners).
There will also be the launch of the first Thomas Reuters Private Equity Africa 2016 Annual Review Report of Africa’s private equity industry including mergers & acquisitions, fund-raising and deals and a ranking of which houses are making the most deals in Africa.
I’m very honoured to be invited to host an evening of great insights and networking. For more information check the website.

Private equity – good for investing, slow for fund-raising

Source: EMPEA

Fund-raising for African private equity funds was slower in the first three quarters of 2016 compared to the previous year, but investing and deal-making activity was stronger. According to figures recently released by the Emerging Markets Private Equity Association (EMPEA), total fund raising by September 2016 was $1.1bn, only 31% of the capital raised in the same period in 2015.
Deal-making was also at $1.1bn according to the EMPEA figures, up 22% from the previous year when it was $0.9bn. However, analysis at Private Equity Africa suggests some $3bn in private equity deals went through in sub-Saharan Africa, using different metrics, suggesting a good year for deals.

Source EMPEA

Africa IPO round-up

A roundup of some recent initial public offers (IPOs) of shares on Africa’s stock exchanges to raise capital

In early October, MTN launched plans to sell up to 35% of shares on the Ghana Stock Exchange. Ghana’s Securities and Exchange Commission Director General Adu Anane Antwi confirmed they had started the listing process and were working on the prospectus but no timeline had been given. According to local reports, MTN received its 15-year 4G licence in 2015 after spending $67.5m and on condition that it lists. It hopes to raise up to $500m.
MTN Nigeria is also working on plans for an initial public offer (IPO) of shares on the Nigerian Stock Exchange in 2017 which could raise up to $1bn. Nigeria is among several African governments encouraging telcos to list on local bourses and listing is among conditions to settle a record NGN330bn ($1.1bn) fine for failing to disconnect 5.1m unregistered subscribers. Nigeria contributes a third of sales and profit for the Africa’s biggest phone company, which is listed in Johannesburg with market capitalization of ZAR212.8bn ($15.3bn) in early October.
Listings and capital-raising momentum has been maintained on the Nairobi Securities Exchange. Deacons Kenya is the first listed fashion retailer, after joining the Alternative Investment Market Segment (AIMS) of the NSE on 2 August. CEO Muchiri Wahome said the extra funds were to fund expansion into towns with “a vibrant middle class” across Kenya, spurred Kenya’s rapid and ambitious devolution and setting up 47 counties under its 2010 Constitution. Deacons is also eyeing opportunities in neighbouring Rwanda and Uganda. It will also help existing shareholders who want to sell. The retailer listed about 123m shares at an opening price of KES15 ($0.15) each, but by early October the price had slumped to KES8.55.

 

Nairobi centre (credit www.kenya-advisor.com)

Nairobi centre (credit www.kenya-advisor.com)

In June, leather and shoe retailer Nairobi Business Ventures, which operates the brand KShoe, had become the fifth listing on the NSE’s Growth and Enterprise Market Segment aimed at smaller businesses. It was listed through introduction and valued at KES118m ($1.2m). Previous 2016 share issues included Longhorn Publishers in May. In June power generator Kengen succeeded in the Kenyan bourse’s largest rights issue, raising KES26.4bn ($262.1m) by offering 4.4bn new shares at KES6.55 each, with a 92% subscription rate. Kengen has projects to generate another 700MW of power, of which 605MW is geothermal.
However, Fusion Capital had to cancel its IPO despite extending twice after only getting 38% uptake and four investors for its KES2.3bn offering and failing to meet the minimum threshold.
The Johannesburg Stock Exchange had its second private equity listing. Universal Partners raised R1.3bn ($93.7m) in an IPO which was only open for 4-5 August and started trading on the Alt-X market on 11 August. The company was registered in Mauritius in April and also listed on the Stock Exchange of Mauritius. Its mandate is to invest in properties across Europe, at £10m-£30m ($12m-$37m) each and it aims to start investing within six months. The IPO was for 72m shares at R18.07 each. Several companies aiming to raise capital for African and international investments have dual-listing on the Mauritius and Johannesburg exchanges.
Liberty Holdings is likely to follow up its Kenyan IPO success with a South African Real Estate Investment Trust (REIT) called Liberty Two Degrees in December. This will include some ZAR6bn of its existing portfolio, including iconic malls around Gauteng, and ZAR4bn of new money. As in Kenya, the property investments are managed by Stanlib.
West Africa’s integrated regional stock exchange, Bourse Regionale des Valeurs Mobilieres (BRVM), based in Abidjan, Côte d’Ivoire, plans to build a platform for listing mining shares and raising capital locally. The exchange is talking with Canada’s Toronto Stock Exchange (TMX Group), a favourite bourse for early-stage mining entrepreneurs. BRVM General Manager Edoh Kossi Amenounve says it could open by 2018 and will be for companies exploring or operating mines in the region. There is likely to be a waiver to the usual requirement for 2 years of trading history. The BRVM links eight West African countries, including gold exporters Mali, Burkina Faso and Côte d’Ivoire, and fourth-largest uranium producer, Niger.
Egypt’s Minister of Investment Dalia Korshid says the Government aims to raise up to $10bn over the next three to five years with IPOs of government-owned companies in the oil sector but will start with restructuring state-owned electricity companies.

Ethos Capital PE lists after R1.8bn oversubscribed private placement

Private equity company Ethos Capital, based in Mauritius, listed on South Africa’s JSE on 5 August after R1.8 billion ($131 million) oversubscribed private placement for institutional investors. The listing is a unique combination of a liquid listed share which invests into a diversified pool of unlisted private equity investments. It is aimed particularly at institutional investors, including pension funds.
Ethos had placed 180m A ordinary shares at R10.00 each. Rand Merchant Bank was the financial advisor, sole global coordinator, bookrunner and JSE sponsor. The first trade on Friday was at R10.26, pushing market capitalization up to R1.85bn.
The new fund starts as a cash shell and will invest into a portfolio of unlisted investments with Ethos Private Equity, sub-Saharan Africa’s largest private equity firm, acting as the new company’s fund manager and advisor.
Stuart MacKenzie, CEO of Ethos Private Equity, said in a press release: “Growth is a central principle of Ethos Private Equity’s strategy: value is added by actively transforming the strategy, operations and finances of investee businesses, striving to make them best-in-class. Through pioneering thought leadership, creativity and innovation, Ethos Private Equity has developed a long track record of sustainable investor returns.”
Peter Hayward-Butt, CEO at Ethos Capital, said: “We look forward to investing alongside Ethos Private Equity into high-potential businesses, supporting economic growth and job creation in the long term whilst simultaneously delivering value to our shareholders.”
Ethos Private Equity has a 32-year history and has invested in 104 acquisitions of which 91 have been realized, delivering investment returns with a gross realised internal rate of return (IRR) of 37.4%.

Stuart Mackenzie, CEO Ethos Private Equity

Stuart Mackenzie, CEO Ethos Private Equity

Ethos Capital is expected to invest into:
• Primary investments into various funds to be raised and managed by Ethos Private Equity. EPE is reported to be planning to fund raise for Ethos VII fund by early 2017, targeting R8bn-R10bn with 25% for investments in sub-Saharan Africa outside South Africa. Ethos Capital is to commit up to R2.5bn. There is also plans for: a R2.5bn-R3bn Ethos Mid Market Fund I targeting deals of between R100m-R350m which will be majority black-owned and chaired by Sonja de Bruyn Sebotsa, according to Financial Mail, and Ethos Mezzanine Fund I which aims to raise R1.5bn and will be run by a team which formerly operated as Mezzanine Partners.
• Secondary investments by buying interests owned by limited partners (LPs) in existing Ethos funds. This could include up to $600m invested into Ethos VI fund which closed at $800m in 2013 (against a $750m target), according to Private Equity Africa website.
• Direct investments into investee companies alongside Ethos funds
• Temporary investments including a portfolio of low-risk, liquid debt instruments such as South African government bonds and similar instruments, managed by Ashburton Fund Managers.
According to the prospectus, Ethos Capital investors will be charged a management fee of 1.5% of invested net asset value and 0.25% on cash balances. The investors are offered 20% exposure to growth, subject to a 10% hurdle.
Previously Brait, another leading South African private equity company, had listed its portfolio.
Mackenzie says South Africa does not have enough investments in alternative assets such as private equity, according to the Financial Mail, which reports they make up barely 2% of pension fund assets compared with 20% in many developed markets. The listed vehicle will enable funds to share in the outperformance of private equity but will mean they do not have to stay invested for the full fund life, often 10 years.
The report adds that Mackenzie promises investors will not be subjected to a double layer of fees and that Ethos Fund III and IV outperformed listed markets by more than 5% but Fund V, invested in the years before the financial crisis, underperformed listed markets by 2.4%.
A report by RisCura and the SA Venture Capital Association (Savca) shows that private equity in South Africa has generally outperformed the total comparative return of investment of the JSE’s all share and SWIX indices, returning an internal rate of return of 18.5 percent. Over the same period, EPE returned 20.9 percent on realised investments.
Key investors in the private placing reportedly included fund manager giants such as Coronation and Stanlib and emerging managers such as Mergence and Sentio.

Will Interswitch be Africa’s first $1bn tech “unicorn”?

Nigeria’s digital payments and payment card giant Interswitch Ltd could become Africa’s first tech “unicorn” or technology company valued at over $1 billion. Private equity firm Helios Investment Partners (majority owner) is preparing to sell and Citigroup Inc are hired to handle the sale, which could involve an initial public offer (IPO) and listing on the London and Lagos stock exchanges.
Website TechCrunch reported that Interswitch has 32 million customers for its “Verve” chip-and-PIN cards and its Quickteller digital payment app processed $2.4 billion in transactions. It processes most of Nigeria’s electronic bank, government and corporate transactions.
A subsequent report from Bloomberg says Helios paid $92 million for a 52% stake in 2010.
Techcrunch contributor Jake Bright (Twitter @JakeRBright, co-author of The Next Africa: An Emerging Continent Becomes a Global Powerhouse) reports that Interswitch CEO and founder Mitchell Elegbe told him no final decision has yet been made and they are also mulling the option of a trade sale.

Mitchell Elegbe CEO Interswitch (from www.naij.com)

Mitchell Elegbe CEO Interswitch (from www.naij.com)


Bright’s Techcrunch report also cites Eghosa Omoigui, Managing Partner of EchoVC, a Silicon Valley fund investing in African start-ups: “They’ve already selected the ibankers and will likely go public sometime between Q2 to Q4 at (or close to) a $1 billion dollar valuation–roughly two times revenues,”.
Bright points out that there are strong tech opportunities for ventures focused on digital commerce and payments, and cites research by Crunchbase that VC investors put $400m into African consumer goods, digital content and fintech-oriented startups. Helios and Adlevo Capital back ventures such as MallforAfrica (e-commerce) and Paga (payments).
Although Kenya has the spotlight still, because of the runaway success of Safaricom’s M-PESA product, which has 13m customers and generated $300m in revenues for Safaricom in 2014, consumers in Nigeria are projected to generate $75bn in e-commerce revenue by 2020. See this McKinsey report on future consumer spending trends in a youth-driven market.
Interswitch – motto “bills aren’t fun but payments solutions can be” – is still building digital finance market share in Nigeria and in 2014 bought Kenya’s Paynet and also has operations in Uganda, Tanzania and Gambia. The IPO could support plans to expand into more countries – Cameroon, Democratic Republic of Congo and Ghana were mentioned in an earlier Bloomberg article.
Elegbe, age 43 years, founded Interswitch in 2002.
Bloomberg reports that if this goes ahead, it will be one of the few private equity exits at a valuation of over $1 billion. It also cites Bain Capital’s $1.2bn exit from South African retailer Edcon’s private label store cars in 2012, sold to Barclays Absa unit. It says increasing use of e-commerce worldwide makes payments-processing industry a “structural growth market”.
The London Stock Exchange has more than 120 African listings.
In its 2010 press release, Helios described the company: InterSwitch provides shared, integrated message broker solutions for financial transactions, eCommerce, telecoms value-added services, eBilling, payment collections, 2 and also administers Verve, the leading card scheme in Nigeria. The Verve card, which is currently issued by 16 out of the 24 banks in Nigeria, is the first and only chip-and-pin card accepted across multiple payment channels including Automated Teller Machine (“ATMs”), Point of Sale (“POS”) terminals, online, mobile and at banks. InterSwitch has been at the forefront of the development and growth of the epayment sector in Nigeria which is evidenced by its unique position of being the only switching and processing company connected to all banks in the country as well as over 10,000 ATMs and 11,000 POS terminals. In addition, InterSwitch is the leading processor for Mastercard and the market leader in merchant acquiring/POS, a segment which is still emerging and has potential for tremendous growth in Nigeria. Babatunde Soyoye, Managing Partner and Co-founder of Helios added: “InterSwitch is a Nigerian success story having been led by a superb management team and benefiting from the foresight, innovation and support of its founding shareholders, and a supportive regulator in the Central Bank Nigeria.”