Transaction Capital won't be selling down (again) its shareholding in SA Taxi anytime soon.
Nov 2018, SANTACO bought a 25% stake in SA Taxi for R1.7 billion.
SA Taxi used R1 billion of the net proceeds of R1.2 billion to settle interest-bearing external and shareholder debt.
SA Taxi provides asset-backed developmental credit lending for an
income generating vehicle.
Taxi owners are able to buy the vehicle, finance, insurance, car tracking, vehicle servicing and panel beating services all from SA Taxi.
Fully vertically integrated business model.
Transaction Capital stated that this was not a BEE deal, which would only enrich certain individuals, but rather, it is an equity partnership that will enable the equitable distribution of the value generated in the minibus taxi industry verticals to all taxi industry participant
How did SANTACO finance the R1.7bn purchase price?
R1.2bn was funded jointly by Standard Bank and Futuregrowth Asset Management for 15.7% of the ordinary shares and
R521m was facilitated by SA Taxi in the form of vendor finance for 9.3% vendor finance shares.
How much dividends will SANTACO receive and when?
Of the future dividend flows accruing to SANTACO, 90% will be applied towards reducing debt (the 25% was debt funded), with a 10% trickle flowing directly to the SANTACO trust from the outset.
The vendor finance by SA Taxi resulted in Transaction Capital consolidating 81.4% of SA Taxi’s earnings.
Transaction Capital owns 74,9% of SA Taxi.
SANTACO owns 25.1%.
Vendor financing is very common in BEE deals.
Vendor financing is when the seller provides financing for the buyer.
Quick example:
X Ltd needs to "up" their BEE rating and decides to sell 5% shares to a BEE consortium.
The buyers don’t have the money to buy the 5% stake.
X Ltd then sells the shares to the consortium and simultaneously lends them the money to buy the shares.
Buyers use dividends to repay the debt and the interest.
Buyers are also locked in and can't sell the shares until the full loan is paid up.
See Natal Portland Cement deal.
What are the effects of how BEE deals are financed?
In 2019, the 100 largest JSE listed companies had succeeded in "generating" R317bn in value for B-BBEE participants since 2000.
~R208bn of the (R317bn) value generated was still locked in shares and was yet to be monetized.
In a presentation to the portfolio committee on transport in Parliament, SANTACO stated that their annual buying power consisted of;
Fuel: R18bn
Insurance: R2,5bn
Tyres: R600m
Vehicle Maintenance: R2,7bn
Lubricants: R110m
Labour costs: R4bn
Vehicle Financing: R4,2bn.
2019,Bridgestone partnered with SA Taxi to launch "14inch Bridgestone Taxi R15 tyre".
Santaco president stated that he wanted Santaco to adopt a resolution at its 2020 conference for members to only use Bridgestone tyres.
Bridgestone's shareholders printed money here.
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Sanlam, African Rainbow Capital and Alexander Forbes have, today announced 2 new deals, on top of many others concluded this year.
1) Sanlam Life Insurance is acquiring 100% of Alexander Forbes’ Individual Client Administration business for a cash consideration of R200m.
2) Sanlam concluded a sale and transfer of business agreement with Alexander Forbes Group Holdings which will result in Sanlam Life Insurance disposing of its operations in relation to large stand-alone retirement fund administration to Alexander Forbes for R154m cash.
3) Alexander Forbes agreed to buy out the shareholders of EBS International including the 25% held by African Rainbow Capital in EBS International.
4) Mid 2021, Alexander Forbes Life sold & transferred group risk and retail life business operations to Sanlam Life for R100m.
Northam Holdings is now the majority shareholder of Royal Bafokeng Platinum after acquiring 32.8% for R17bn.
Northam will settle R17bn by issue of ~34.4m Northam shares to RBH which is ~8.7% of Northam and R8.6bn in cash.
R3.6bn of the R8.6bn cash will be paid upfront.
A sale of shares agreement was entered into between Northam, Royal Bafokeng Holdings and Royal Bafokeng Investment Holding in terms of which Northam may acquire up to 33.3% of all the Royal Bafokeng Platinum ordinary shares in issue.
Northam bought 93 930 378 (32.8%) RBPlat shares from RBIH, for an aggregate purchase consideration of R17billion representing R180.50 per RBPlat share.
The R17bn was settled through a combination of the issue of ordinary shares of Northam Holdings and cash.
Bain Capital, famous for the Edcon LBO in SA, is back with one of the biggest LBO of 2021.
Athenahealth has entered into a definitive agreement to be jointly acquired by Bain Capital and Hellman & Friedman for $17billion from Veritas Capital and Evergreen Coast Capital.
Veritas Capital and Evergreen Coast Capital took Athenahealth private for $5.7bn in 2019 and merged it with assets from GE Healthcare.
Typical leveraged buyout transaction.
Veritas and Evergreen Coast Capital received $4.9bn in debt financing and only out in $800m of equity.
Of the $17bn required for the Antheahealth deal, only $7bn will be financed with equity from Hellman & Friedman and Bain Capital with Hellman & Friedman gettkbg the lion's share.
Dis-chem is having a busy financial year that includes;
4 acquisitions,
launch of a delivery service and
the sale of Dis-chem shares by the founders (7.50% via an accelerated bookbuild, 3.75% to management and 10.05% to a BEE consortium).
1) Sep 2021, Competition Tribunal approved Dis-Chem’s acquisition of 100% of the issued share capital in and shareholder claims of Pure Pharmacy, trading as Medicare Health (50 pharmacies) from existing shareholders.
Dis-Chem will pay a final purchase consideration of R250m.
Many of the stores in the Medicare portfolio are in convenience centres, in geographies where Dis-Chem is currently under-represented which gives the Group access to new markets.
Year ended 28 Feb 2021, Medicare generated revenue of R1.1 billion, with dispensary contributing 67%