Massmart intends to sell 15 of its 114 Game stores due to the damage caused by the July 2021 unrest.
The July protests, like Covid-19 are often used as a get-out-of-jail-free card.
Game has been on the ropes for a while now.
Massmart impaired Game by R570m.
Walmart paid ~R16.5bn (R148/share) for a controlling stake (51%)in Massmart in 2011.
The 51% is now valued at ~R6.5bn.
Massmart is at ~R57/share.
Things have went bad for Massmart in the last 10 years and Game stores were not spared.
To arrest the downward spiral, Massmart came up with a Turnaround Plan.
This plan included the closure of DionWired stores and the divested from underperforming Masscash stores.
Massmart closed 23 DionWired stores.
Early 2021, Massmart appointed Barclay's to facilitate the disposal of Cambridge Food, Rhino and Massfresh (comprising The Fruitspot and a meat processing facility) assets.
Devland Cash and Carry's acquired 8 Masscash stores (Jumbo, Cambridge Food and Rhino stores.
Devland Cash and Carry's acquired 8 Masscash stores.
Masscash owns Jumbo, Cambridge Food and Rhino stores.
Massmart Group incurred total retrenchment costs of ~R132.5 million which is related to the closure of the 23 DionWired stores, the sale of 11 Masscash stores, the reorganisation of
the Game store level operating model.
Massmart then announced that it will be deinvesting in 14 East and West African Game stores. No surprises really. South African companies always catch hands offshore.
Massmart owns 147 Game stores, with 114 of those located within South Africa.
How did the Game stores perform in the last 48 weeks?
Total sales of R13.6bn for the period were 8.4% lower than the same period in 2020
Total South African store sales were 7.1% lower.
Total sales of Game stores outside SA were R2.6bn, 13.6% lower than in 2020.
Massmart has been been struggling to make something out of Game.
Massmart recently introduced apparel in 93 Game stores and exited Fresh & Frozen in 51 stores.
Closure of DionWired stores and sale of business units led to a R700m improvement in Profit Before Interest and Tax as follows;
DionWired: R100m
Sale of 11 Cambridge and C&C Stores: R60m
Divesture of Cambridge, Rhino and Massfresh: R500m
14 Game West and East Africa R103m.
The problems at Massmart were so big that Wal-Mart intervened.
Walmart (parent company) extended a loan of R4bn to Massmart (subsidiary).
Walmart has recently agreed to replace R2bn of the R4bn loan
by subscribing for a perpetual fixed rate unsecured note.
The fixed rate unsecured note issued by Massmart Holdings,
will have a perpetual tenure, and is treated as equity in terms of IFRS. The note bears interest at 7.25%
initially, and includes an interest step up of 225bps on 31 December 2023.
What makes things interesting is how the R4bn loan is recognized in Wal-Mart's AFS.
Wal-Mart could convert the debt instrument into Massmart’s equity.
Substance of the contract over its legal form prevails.
The remaining Walmart loan now has a 6-month tenure, which can be extended at the end of each tenure
period. The balance of this loan after the subscription for the Perpetual Note above is $117m and all other terms remain materially unchanged.
In 2020, Massmart announced a project to re-organise the Massmart Group into a leaner, more agile two business unit structure supported by shared Centres
Massmart then concluded a managed services agreement covering its financial transaction processing activities with Genpact
The services that Genpact will manage for Massmart include Accounts Payable, Accounts Receivable, and defined activities in Financial Control, Tax, Treasury and FP&A transaction processing in the
Massmart head office and its trading banner home offices.
Massmart will incur transformational costs of $16.2m over the term of the MSA, including digital transformation, tools, process integration and change management costs, the majority of which is payable to Genpact in the first 2 years of the agreement.
Of the $16.2m Transformational Costs, $13.36m will be payable within the first 2yrs of the contract.
Walmart, through its wholly-owned Irish subsidiary, Newgrange Platinum Services has entered into a contract to assist Massmart in managing the resultant cashflow impact.
How will Wal-Mart's subsidiary Newgrange Platinum Services (NGPS) assist Massmart?
It is paying upfront costs to
Genpact and charging these in equal installments (interest free) over the 8-year term of the contract to Massmart.
In terms of the agreement, Genpact will bill NGPS.
Consequently, Massmart has entered into a back-to-back
agreement with NGPS reflecting the terms of the NGPS Agreement.
The net effect of this agreement will
provide cash flow relief to Massmart of $11.34 million over the first 2 years of the MSA.
The $16.2m is determined based on the actual expenses incurred by NGPS from Genpact with no markup
applied to the expenses incurred.
The impact of the NGPS contract is to smooth the cash flow impact of the $16.2m in equal instalments over the term of the contract.
The July protest were devastating to a lot of companies, Massmart included. Massmart states that R650m of the R2.5bn lost due to the protests won't be recovered from insurers.
The closure of the 15 Game stores was bound to happen sooner rather than later
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GSK Consumer Healthcare has rejected a bid from Unilever to acquire its consumer health joint venture with Pfizer for a total acquisition value of £50bn comprising £41.7bn in cash and £8.3bn in Unilever shares.
Pfizer owns 32% of the joint venture while GSK owns remaining 68%.
GSK had received 3 unsolicited, conditional and non-binding proposals from Unilever plc to acquire the GSK Consumer Healthcare business.
GSK rejected all 3 proposals made on the basis that they fundamentally undervalued the Consumer Healthcare business and its future prospects.
What is a competitive offer for the GSK/Pfizer?
It would be based on a multiple to earnings before interest, tax, depreciation and amortisation (EBITDA) in the high teens, potential synergies of 14 to 15 per cent and a premium of at least 25%,
Quick one on where the battle between Peter Moyo and Old Mutual emanates from.
Sango Ntsaluba, Thabiso Tlelai and Peter Moyo co-founded NMT Capital. Old Mutual Life Assurance owned 20% of NMT Capital.
Moyo was the CEO of Old Mutual and non-executive director of NMT Capital.
Jul 2018, Peter Moyo is alleged to have participated in a meeting of the NMT Capital board at which it was decided to pay an ordinary dividend of R105m.
Co-founders shared R84m, while omitting to pay preference share dividends, valued at R65.4m at the time, due to Old Mutual.
Why was the dividend declaration an issue?
Old Mutual stated that declared was in contravention of the preference share subscription agreement between NMT Capital and Old Mutual that prescribed that preference share debt is to be settled before ordinary dividends can be declared
Banks and private equity firms have seen the amount of money sports has and want to benefit.
1) Citi appointed as the sole global coordinator bank to set up UEFAs European Club Football Recovery Plan €2bn programme.
2) CVC Capital Partners invested €2bn in La Liga.
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1) Citigroup beat Goldman Sachs and Macquarie and private equity firm Apollo to be as appointed as the sole global coordinator bank to set up UEFAs European Club Football Recovery Plan €2bn programme.
The financing programme aims to provide teams with liquidity aimd the effects of Covid-19.
European Club Football Recovery Plan which seeks to use UEFA club competition revenues as security.
Dragan Šolak from Serbia has purchased 80% of Southampton FC for £100m from Gao Jisheng with Katharina Liebherr retaining the remaining 20%.
The transaction gives Southampton FC an enterprise value of +-£230m including debt.
Who owns some of the EPL and PSL teams? 🧵
Gao Jisheng paid £210m for 80% of Southampton in 2017.
Gao hasn't invested any money into the club as he wants the club to be self sufficient (“I am not treating Southampton as a pig to be fattened and sold".
Club has generated £63m from operations and £62m from external loans.
To weather the Covid-19 storm, Southampton got access to a very expensive term loan of £78.8m provided by MSD Partners (football lender) which replaced a working capital facility.
End result was a cash balance of £40m with gross debt rising from £31.8m to £91.3m.
Mergers & Acquisitions, corporate actions, prominent executive movements that I followed in 2021. 🧵
1) Mr Price bought Power Fashion for between 3% (R1.5bn) and 4% (R2bn) of Mr Price’s R50.7bn market cap.
2) Mr Price bought Yuppiechef for 1% of Mr Price's R47bn market cap.
3) Sipho Maseko stepped down as Telkom Group’s CEO.
4) Cashbuild had proposed to acquire 100% of the issued share capital of The Building Company (TBC) for R1,074,700,000. In May, the Commission recommended that the proposed transaction be prohibited.
5) Equities Properties and the Eskom Pension & Provident Fund agreed to form a joint venture that will buy the DSV Campus from DSV Real Estate for R2.05bn and lease it back to DSV for an initial annual rent of R157.5m.
Afine Investments (owns 7 petrol service station properties Engen + Sasol) has today listed on the JSE’s Alternative Exchange’s Real Estate Investment Trusts sector (offers investors exposure to real estate properties).
Shares were listed at R3.67/share, market cap of R235m.
Afine was incorporated as a private shelf company in 2020 under the name “Domanolor”, which was acquired by Peter Todd (Founder) and name was changed to “Afine Investments (Pty) Ltd” on 10 March 2021.
Afine was converted to a public company on 11 May 2021.
Afine was founded by Peter Todd, with strategic input from Mike Watters, both are notable investors and operators in the REIT space, with the purpose of creating a holding company for a REIT focussing on the acquisition of properties that operate in the
petroleum sector in SA.