Ernst young private equity update 2013 (3)

Harvesting growth
How do private equity investors create value?
A joint study of private equity exits
in Africa by AVCA and Ernst & Young

Contents

01
Foreword by African Venture
Capital Association
02 Executive summary
Key findings
03 PE exit activity and performance
07 Buying well: local networks are key
10
Growing companies well:
ESG improvements drive growth
13
Realizing value: strategic buyers
are a vital exit route
16 Outlook
19 About the study
20 Contacts

In many regions of Africa, there’s a long history of
producing coffee and this is a key export for many countries.
This photo shows an image of roasting coffee beans.
III

Dynamic growth: value creation in Africa

Foreword

We are honored to
have partnered with
Ernst Young on this
first study of private
equity exits across Africa.
This collaboration with
Ernst Young represents
a pivotal step in addressing
the need for credible data
on the African private equity and venture capital
landscape. This research will provide investors with
key information on how fund managers create value,
deliver commercial returns and, more importantly,
debunk common myths about exits in Africa.
Africa is taking center stage on the back of exceptional
economic growth, a rising middle class and relative
political stability — themes that make the continent
an increasingly attractive investment destination.
Our industry, which provides development capital to
private companies, is uniquely positioned to further
support the growth of African economies.
We are profoundly grateful to our members and
other organizations, including the Emerging
Markets Private Equity Association (EMPEA),
which supported this important initiative. We look
forward to deepening this research and providing
you with more data on value creation in Africa.
Best regards,

Michelle Kathryn Essomé
Chief Executive
African Venture Capital Association

Harvesting growth: How do private equity investors create value?

01

Executive summary

Africa’s economic development over the last few
years has been impressive, with many countries
across the continent starting to see the benefits of
government and economic reforms and increased
foreign direct investment (FDI) flows. This, together
with a steady rate of investment by, among others,
development finance institutions (DFIs), has enabled
the creation of a viable and vibrant private equity
(PE) market as managers seek to capitalize on
Africa’s strong economic growth rates. Over the last
10 years, Africa’s economic output has increased
threefold to US$2t, and 6 African countries have been
among the 10 fastest-growing economies in the world.
In Africa, however, the PE industry is in a phase
of relative infancy. The continent’s stock markets,
other than the Johannesburg Stock Exchange,
are still very small and relatively illiquid, and the
intermediary networks remain far from complete
across the region. As a result, a widely held
perception is that exits are hard to achieve and
that therefore they are few in number. However,
our analysis points to a higher level of exit activity
than might be expected. Between 2007 and 2012,
we recorded a total of 118 realizations by African
private equity fund managers.
Africa’s PE firms are clearly demonstrating a good
capacity of finding ways to realize value. One of
the key means of finding the right exit partner is
through the PE firm’s wide and varied contacts —
a vital attribute in such a young market. The most
significant form of exit is via strategic sales, with
regional strategics becoming a particularly important
exit route since 2009. Africa’s markets are becoming
increasingly pan-regional. The continent’s PE houses
are playing an important role in facilitating that
process, often by building local companies with a
compelling strategic logic to regional buyers looking
to gain a foothold in Africa’s fast-growth markets.
At the larger end of the deal spectrum, some players
are working with portfolio companies to help them
build out a regional presence.

02

PE’s strategic and operational

improvements are generating
returns of almost double
the Johannesburg Stock
Exchange ALSI.

In addition, Africa’s PE houses are clearly working
closely with the management teams they back to
create value in investee companies. This partnership
approach is particularly important, given the high
incidence of minority stakes in the markets — 80%
of our sample were minority stakes. A large part
of value creation is implementing new procedures
and processes to improve governance, but we
have also found much evidence of PE houses using
their networks to full effect to bring in the right
expertise and to support portfolio companies in
their growth plans.
Our research found that PE is focusing on organic
revenue growth in African companies, a move that
has accounted for approximately two-thirds of
EBITDA growth. They are employing strategies
familiar to other markets, such as building the
right platform for growth and identifying
product improvements.
These ingredients put together mean that
Africa’s PE firms are providing investors with
outperformance relative to public markets.
Our analysis of 62 exits for which we have
returns information shows that PE’s strategic
and operational improvements are generating
returns of almost double the Johannesburg Stock
Exchange (JSE) ALSI. And while we may not have
a comprehensive sample for this inaugural study,
overall, our study demonstrates that Africa’s PE
houses are using all the levers at their disposal to
find the right businesses and management to back,
working in partnership with management teams
to improve governance and performance and
identifying the best available exit route.


PE exit activity and performance

PE exits show momentum across
all regions

Figure 1. Number of PE exits in Africa, 2007–12

Between 2007 and 2012, we recorded a total of
118 exits by PE firms. This figure is very encouraging
and likely to be higher than many prospective
investors and other market participants may have
expected. And we know there are many more than
these because many sales are completed privately,
making it difficult to collate complete data.
Also encouraging is the finding that these exits are
not entirely centered around the more developed
market in South Africa. These account for less than
half of PE exits (42%). Instead, the remaining 58%
of exits were spread across the different regions
of Africa, where the industry is far younger than its
South African counterpart. West Africa accounted
for the second-highest proportion, with 25%,
and the other regions — East Africa, North Africa
and Southern Africa (excluding SA) — each
accounting for 11% of exits. This is a highly positive
finding as it demonstrates that PE houses across
the continent not only can source good investment
prospects but also have a focused eye on the exit.
Overall, as might be expected, the larger markets
of South Africa, Nigeria, Egypt, Ghana and Kenya
accounted for a large share of the exits, with 74%.
Last year proved to be a good year for exiting PE
investments. It saw 22 realizations, up from 18 in
2011 and 20 in 2010. In fact, 2012 was the best
year for exits by number since before the global
crisis in 2007, attesting to the resilience of Africa
at a time of global uncertainty.

30
26
25

22
20

20

19

17
14

15
10
5
0
2007

2008

2009

2010

2011

2012

Source: How do private equity investors create value?:
2013 Africa Study, Ernst Young and AVCA, 2013

Financial services exits lead,
but other consumer-focused
sectors important
By sector, financial services was the most active exit
sector in Africa, accounting for 23% of realizations by
number. This is largely the result of the high volume
of financial services investments completed over
the last few years as countries such as Nigeria and
Ghana have undergone banking reforms. However,
these exits also demonstrate the overriding
investment theme in Africa — the rise of the
consumer. As the region’s economies grow and
disposable incomes rise, financial services are
becoming a more important part of the economic
landscape and are therefore attractive not only to
PE investors but also to strategic buyers looking for
a foothold in new markets. The consumer theme is
also reflected in some of the other active sectors
by exit, such as food and beverage (9% of exits)
and telecommunications (8%).

P
E houses across the continent not
only can source good investment
prospects but also have a focused
eye on the exit.


03

Figure 2. Exits by region

Figure 3. Financial services most active sector, driven by
growth in consumer

Exits by sector
“The larger markets of
South Africa, Nigeria, Egypt,
Ghana and Kenya accounted
for a large share of exits.”
Financials
23%

42%

11%

25%

North Africa

South Africa

Southern Africa
(excl. South Africa)

West Africa

Source: How do private equity investors create value?:
2013 Africa Study, Ernst Young and AVCA, 2013

04


Utilities, oil and gas
3%

Food and beverage
9%

Travel and leisure
3%
Mining and metals
3%

Telecommunications
8%

Retail
2%

Business services
8%

Consumer goods
2%

Technology
6%

11%

East Africa

Industrial goods
13%

Agriculture/
forestry
9%

11%

Health care
5%

Automobile
and parts
2%

Construction
and materials
6%

Media
1%

Source: How do private equity investors create value?: 2013 Africa Study, Ernst Young
and AVCA, 2013

Trade sales dominate, but secondary
buyouts emerging
Sales to strategic buyers have been the most
significant exit route in Africa, accounting for half of
all exits. This type of exit accounted for over half of
realizations in 2012. Of these buyers, regional and
local companies have been the most active trade
buyers from 2007 to 2012. However, between
2010 and 2012, regional buyers became the most
prevalent type of strategic buyer, accounting for
half of all trade sales. This points to an increasingly
pan-African market that is being driven by local
players consolidating fragmented industries across
the continent. Our analysis suggests this trend is
particularly notable in the financial services market.
Multinational companies, by contrast, make up a small
proportion of trade sales — just 15% between 2010
and 2012, down from 31% between 2007 and 2009.
This is perhaps a reflection of the cautious stance
being adopted by global companies in their MA
strategies as economies in the rest of the world,
including other key emerging markets, slowed in
2012. However, it may also be a function of the size
of deals that PE currently targets in Africa. For those
deals with an entry enterprise value (EV) of US$50m
or more, sales to multinational companies account for
a third of exits to strategic buyers. As fund-raising
numbers increase over time and deal sizes creep up,
it seems likely that multinationals will become a more
important source of exits in years to come.
Over half of the regional buyers were based in
South Africa, with the rest evenly spread throughout
the rest of Africa. This suggests that SA-based
companies are becoming more active outside
their domestic market and in other parts of Africa.

Sales to strategic buyers have
been the most significant exit
route in Africa, accounting for
half of all exits.

Figure 4. Trade buyers — local, regional
and multinational by entry enterprize
value (US$m)
0m–5m
40%

40%

20%

5m–20m
25%

50%

25%

20m–50m
40%

40%

20%

50m+
33%

33%

33%

■ Local
■ Regional
■ Multinational
Secondary buyouts were the second most important
exit route in 2012, accounting for 23% of sales
by PE. This is a significant development: in 2007,
secondary buyouts were just 12% of exits by number.
The increase is suggestive of a maturing market,
as more PE funds become active in Africa and
larger funds are raised. We would expect more
PE-to-PE sales over the coming years.
Africa-focused funds are also using stock markets
as an entry and exit point for portfolio companies.
While some are able to take advantage of IPO
markets in the relatively liquid Johannesburg Stock
Exchange, PE houses more commonly buy and sell
minority positions in listed companies. In 2012, 9%
of exits were via a stock sale on the public market.
Meanwhile, the low incidence of leveraged
transactions means that exits to creditors are
few. While there were some in 2008 and 2009
(6% and 7%, respectively), other years saw none.


05

91%

91% of deals in our
sample were proprietary

Figure 5. Exit route, by exit year and
exit population

PE in Africa has returned almost
double to investors what they
might have achieved on the
public markets.

2007
52%

32%

12% 4%

2008
41%

12%

12%

18%

12% 6%

2009
50%

21%

14%

7% 7%

2010
47%

29%

12%

12%

2011
63%

5% 11% 11% 11%

2012
55%

■ Trade
■ Private
■ PE

14%

23%

9%

■ Stock sale on public market
■ IPO
■ Creditors/banks

Source: How do private equity investors create value?: 2013 Africa
Study, Ernst Young and AVCA, 2013

Our exit sample shows African PE
outperforming public markets
African PE firms are not just making excellent
headway with generating exits, they are making
strong returns in the process. This is highly
encouraging for the future development of the
industry in the region. DFIs, which have largely
been responsible for the creation of PE in Africa,
have clearly identified the PE players with potential
for generating positive returns. A greater level of
commercial sources of finance — both domestic
and international — should follow.
Our analysis of the 62 exits for which we have an
equity multiple return shows that PE’s strategic and
operational improvement capability in Africa has led
to a 0.9x multiple return over the JSE ALSI. In other

06

words, PE in Africa has returned almost double to
investors what they might have achieved on the
public markets. This bears testament to African PE’s
ability to create value by sourcing good investments,
working closely with management teams to improve
companies and finding the best available realization
route. (Unlike in many other markets, most of
Africa’s PE investments do not use leverage so there
is no return from leverage in our data.)As the later
parts of this report demonstrate, the PE model has
been adapted by Africa’s PE investors to suit local
conditions; the returns they have generated show
that these adaptations work well.
By region, those markets that are arguably least
mature in PE terms — East and West Africa —
generated the highest returns. This is possibly
because PE is able to make more improvements
to companies in these markets in addition to taking
advantage of multiple expansion strategies.

Figure 6. PE return relative to the market
Market return
1.0
PE strategic and operational improvement
+0.9
PE return
1.9

Note: Market return is based on returns to the JSE during the
holding periods of exits in the study.


Buying well: local networks are key

Networks essential for origination
in Africa
Finding the right opportunities to back is one of
the key issues facing PE in Africa. There are few
market studies or maps of local companies and
opportunities, and the intermediary infrastructure
is not yet well developed. As a result, Africa’s PE
firms must build and sustain healthy local networks
to ensure successful deal origination.
Nearly half — 48% — of the deals were sourced
via networks or relationships, while a third were
identified through company and sector tracking.
Just 14% of deals were opportunities brought to
the PE firm. Once South African deals are removed
from the figures, this falls to 11%. By region,
half or more deals in West Africa, East Africa and
Southern Africa (excluding SA) were originated
through networks or relationships, while the
more mature South African market saw fewer
deals sourced this way.

“ good local network is key
A
for origination.”
“ e found out about the deal
W
from one of our LPs.”
“ omeone on our advisory board
S
knew the CEO of the company.”

As a result, 91% of deals in our sample were
proprietary. Of the remaining 9% that went to
auction or had some form of market testing,
four-fifths were in SA, with the remainder in North
Africa. This is because the auction market outside
SA has been very limited, but also because of a
preference among most respondents for proprietary
deals, which can help save management’s time
and preserve confidentiality. The use of networks
and relationships for transaction sourcing allows
Africa’s PE firms to uncover hidden gems and
make investments at attractive entry prices —
key ingredients for successful deals.
However, the prevalence of auctions is now starting
to increase beyond SA. West Africa in particular is
witnessing this trend, which indicates a maturing
of the market in some countries. Unsurprisingly,
these auctions are generally for the large assets,
and competitors include not only PE houses but
also regional and multinational strategics.
Almost half of deals sourced in Africa in our exit
sample are through private sellers; this is higher
than in Europe and the US, where only 13% and
32%, respectively, come from private sellers.
However, the figure is not as high as in Latin
America. In Africa, deals sourced through private
sellers are particularly prevalent in the under
US$5m EV bracket, while a third come from
corporates as carve-outs. Other PE houses were a
relatively small (4%) source of deals for companies
exited in 2007 to 2012, although we would expect
these to increase as the market matures.

“ eals are generally proprietary,
D
so we tend to get good prices.”


07

80%

Africa’s PE firms tend to take
minority stakes in the businesses
they back (80% in our sample)

Figure 7. Deal provenance, comparison
across regions
Africa
43%

33%

7% 7% 4%4%

Latin America
80%

9% 4% 7%

North America
32%

20%

19%

29%

Africa’s PE firms look to back incumbent
management and either continue with an existing
business plan (61%) or forge a new one (28%).
Just 11% of exited deals involved bringing in
new management. This is primarily because the
management tends to be the majority owner of the
business, but also because management talent is
less prevalent in some markets. This feature is more
pronounced in Africa than in some other emerging
markets. For example, the CEO of a business was
changed in just 26% of cases in Africa; a similar
study we conducted in Latin America found that
this happened in 37% of cases.

Europe
13%

■ Private
■ Corporate
■ Listed

42%

13%

32%

■ Shares on public market

(companies remain listed)

■ Government
■ PE


Backing the right management
is vital
Africa’s PE firms tend to take minority stakes
in the businesses they back (80% in our sample).
The prevalence of minority stakes means that
African PE firms must ensure that they are
adequately protected. Our analysis shows extensive
use of minority protection rights as a key means
of influencing management and the direction of a
company. These include board seats, veto rights on
major decisions, the right to change management
where necessary and the right to change auditor.
PE’s emphasis on minority investment is centered
on partnering with existing management teams to
improve businesses. For this partnership to succeed,
PE firms must be comfortable that they are working
with the right people.

As a result, getting to know companies and their
management teams well in advance of investing is
vital for success in African deals. One of the most
important elements of this is conducting extensive
management due diligence. A third of deals in our
sample that did this reported substantially higher
returns than those that either conducted limited due
diligence or simply relied on an existing relationship
for knowledge of a team’s capability.

Figure 8. PE firms’ knowledge of management
teams prior to investing

■
■
■

Extensive due diligence on management
Limited/no due diligence on management
Had a prior relationship with management team,
entrepreneur or sponsor

29%

58%

13%

Relative returns
Had a prior relationship with
management team, entrepreneur
or sponsor

1

Limited/no due diligence on management

0.2

Extensive due diligence on management

2.5


08


“ ooked at the company for years
L
before investing. We got to know
the management team, business
plan and company financials. The
long lead time enabled us to see
that management could deliver on
their business plan and targets.”

“ is critically important to have
It
a broad knowledge base that
covers not only the specifics of
the company and/or sector but
also the broader environment
such as geopolitics and the
macro picture.”

In addition to understanding a management team’s
strengths and weaknesses, success in Africa is
dependent on getting to know the country and sector
macro story as well as thorough examining of the
company’s information. This is particularly the case
where firms are operating in countries where they
have less experience. Firms that spent one year or
more looking at a company benefited from higher
returns, according to our analysis.
All these factors — building strong networks
and relationships, getting to know sellers and
management teams, and gaining a detailed
understanding of the company itself and the
broader environment in which it operates —
are time-intensive. However, as the results from
our analysis of exits demonstrate, many African
PE firms that have dedicated time and resource
to buying well are now starting to see the results
as good realizations are coming through.

“ e careful who you partner
B
with — do management checks
and back a team with hands-on,
relevant experience.”


09

Growing companies well:
ESG improvements drive growth
ESG improvements key to driving
growth in Africa
An important part of PE’s value-add in Africa is
improving the environmental, social and governance
(ESG) policies of portfolio companies — possibly
more so than in many other PE markets. Work
in these core areas improves not only company
performance, but also gives potential future buyers
of these companies confidence as certain key risks
are mitigated. In addition, it can also affect exit
proceeds, particularly with regional or multinational
strategic buyers, which are more likely to pay a
premium for businesses they consider to be well run.
The DFIs, which have been the primary source of
capital for many of Africa’s PE funds, have been
behind the drive for improvements in ESG practices
in African companies. As government-owned or
sponsored institutions, they have had a duty to
report back to key stakeholders on where they have
invested their capital and the developmental impact
this has had. ESG has been core to this reporting,
as governments, media and non-governmental
organizations have maintained pressure on DFIs and
their underlying investee funds to ensure not only
that ethical best practices are adhered to, but also
that sustainable development is achieved. This
has resulted in many of Africa’s PE funds and their
investee companies now being at the forefront of
emerging markets in setting the standards for ESG.

so their rewards are linked to performance. Others
are more far-reaching. These include upgrading
processes and hiring more qualified people to meet
regulations or becoming approved/certified suppliers,
implementing quality control systems and introducing
corporate structures to family-run companies.
On the environmental and social side, Africa’s PE
firms work with portfolio companies to improve
areas such as health and safety by introducing labor
initiatives and establishing community projects like
clinics. In South Africa, PE has been instrumental
in bringing Black Economic Empowerment (BEE)
shareholders into privately owned companies.
These kinds of ESG initiatives not only meet LP
requirements, they have an impact on the returns
PE is able to generate. Our analysis shows that,
where significant governance changes are made,
firms achieve almost two times the returns of
companies where limited or no governance
changes are implemented.

Figure 9. Governance changes in
portfolio companies

■
■

Governance changes
Limited/no governance changes
15%

The ESG agenda is so important in some African
firms that they report having dedicated coordinators
or committees in-house to monitor companies’
performance on ESG matters and oversee all
elements of risk related to these areas.
Governance is one of the most vital aspects of this.
Our analysis shows that PE tends to make more
governance improvements in family-run businesses
and corporate carve-outs than in listed businesses,
where its ability to execute change is more limited.
Some of the governance initiatives are hygiene
factors, such as bringing in independent nonexecutive directors, putting in place solid financial
reporting and protocols, ensuring that accounts are
audited and that monthly reports can be produced,
and devising new incentive schemes for management

10

85%
Relative returns
Limited/no governance changes
Governance changes

1
1.9



PE’s networks provide growth
opportunities

Figure 10. PE firms providing portfolio
companies with access to their networks

The relative immaturity of the African market means
that PE firms are able to drive value by providing
portfolio companies access to their networks.
This support is helping investee companies grow
profits and build scale.

■
■

There are a number of ways in which African PE
houses are capitalizing on their networks to help
build expertise within companies and support
expansion strategies. These include identifying
MA targets to help companies expand, bringing in
experienced board members (often with a particular
industry expertise), expanding the management
team, helping with regulators, introducing new
client leads and providing support with identifying
exit partners, particularly strategic buyers.

33%

Providing access to networks is one of the key
value-creation tools for African PE. Our analysis
of exits where PE actively supported portfolio
companies using this strategy shows that they
generated much higher returns — well over double —
than where it did not.

Access to PE ﬁrm's networks
No access to PE ﬁrm's networks

67%

Relative returns
No access to PE firm’s networks
Access to PE firm’s networks

1
2.4


“ introduced potential
We
acquisition targets.”
“ e hired operational specialists
W
to sit in the company at
middle manager level to
transfer expertise.”
“ e provided the company with
W
the right contacts — for example,
in regulatory bodies — made sure
they had the right partners,
and helped them choose the
right countries to expand into.”


11

Value creation in action

“ e expanded into Algeria and
W
Nigeria to take advantage of
the huge potential demand.
This accounted for approximately
20% of profit growth.”

Company:
Société Internationale
de Plantations d’Hévéas
(NYSE Euronext: SIPH)
PE investor: merging Capital Partners (ECP)
E
Sector:
Agriculture/forestry
Entry date:
March 2005
Exit date: July 2007
Returns:
3.4x initial investment
How PE helped the business

“ 5% of our profits growth came
2
from producing a higher grade
of product.”

• ECP’s investment allowed the company
to expand production and implement
cutting-edge techniques. The funding,
combined with ECP’s support in
establishing the right partnerships
and management team, resulted
in revenue growth of 44 % annually
over ECP’s two-year holding period.
• ECP helped the company to become more
attractive to investors by implementing
standard financial reporting and identifying
appropriate acquisition targets.

“ egional expansion accounted
R
for around 80% of profit growth.”

• In 2006, ECP played an instrumental role
in negotiating the acquisition of Michelin’s
rubber plantations in Nigeria in exchange
for a 20% stake in SIPH.

PE is supporting organic
revenue growth

PE is helping to identify product improvements
that have more appeal to customers and/or
improving margins.

Our study shows that the majority of profits growth
in exited portfolio companies came from organic
revenue growth. This accounted for two-thirds of
EBITDA growth — far higher than in the US and
Europe, where this accounts for just under half.
African PE firms are helping companies capitalize
on the continent’s consumer boom by supporting
their organic expansion strategies. With some
portfolio companies, this means simply supporting
the creation of the right platform to roll out in
domestic and cross-border markets; with others,

Cost-reduction and restructuring strategies and
MA accounted for far less of the EBITDA growth
seen in our exit sample. However, in some sectors
where PE has recognized the need for scale,
bolt-on acquisitions played a more important
role in driving profits growth. Financial services
was one such sector where financial institutions
needed capital to consolidate and expand regionally
to compete more effectively in the market.

12


Realizing value: strategic buyers
are a vital exit route
Strategic buyers are key to
successful exits

are becoming more active across the rest of Africa
over recent years, although they increasingly face
competition from players in other markets looking
to build scale across the region.

Understanding the needs and growth strategies of
local and regional strategic buyers is at the heart
of African PE’s exit success story. Strategic buyers
overall are the most active acquirers of PE portfolio
companies, accounting for around half of all exits.
And while local strategics continue to be an
important exit route for many companies, our
analysis suggests that returns are highest for PE
when selling to regional corporates presumably
because these buyers are looking for a valuable
foothold in new markets.

Figure 11. Trade buyers — local, regional and
multinational, by exit year
2007–09
46%

“ frica is more about local and
A
regional strategic buyers than
multinational ones. For a sale to a
multinational, you have to have a
well-thought-through thesis as to
why the asset should be of interest
to them. Here, country risk comes
more into play, too, so political
risk and stability should be an
important part of your investment
thesis if you are targeting
multinational buyers.”

31%

2010–12
35%

Regional strategic buyers have been the most
significant type of strategic buyer over more recent
times. Between 2010 and 2012, they accounted for
half of all strategic sales by PE. This is an increase
over the 2007 to 2009 period, when local strategic
buyers were more prominent by share. This indicates
that markets on the continent are becoming more
pan-African, aided possibly by the creation of
intra-regional trade agreements. It is also possible
that PE firms are increasingly seeking out the higher
prize of exiting to regional players.
Of the regional strategic buyers, just over half
came from South Africa (54%). The rest were
spread evenly across Africa. SA-based strategics

23%

50%

15%

■ Local
■ Regional
■ Multinational

Hold periods are necessarily
longer in Africa than elsewhere
Given the amount of transformation and support
required by portfolio companies, it is hardly
surprising that, as a general rule, holding periods are
longer in African than in other regions of the world.
Overall, the average holding period of African exits
was 5.1 years between 2007 and 2011, higher than
the Latin American and US figures of 4.5 years and
much higher than the 4.1 years seen in Europe.

Figure 12. Hold periods — Africa versus
other regions
5.1
4.5

4.5
4.1

Africa

Latin America

US

Europe

Note: Latin America and US cover exits for 2007–11, Europe
covers exits over 2006–12 and Africa covers exits for 2007–12


13

Many of the value creation strategies African PE
firms deploy take time as the focus is very much on
supporting management teams and entrepreneurs
in their growth plans. This has a clear effect on
holding periods. For instance, firms will often work
on resolving company governance issues before
increasing their focus on growth. Identifying
and getting to know the right buyer, too, may
take longer in Africa in the absence of developed
intermediation networks.
The fact that management often retains control
of the company, with PE in a minority position,
is another factor. However, PE firms in Africa
emphasize the importance of having watertight
shareholder agreements in place to smooth the exit
process as the potential for disagreement over the
value of a PE firm’s stake in a business can be high.
Some African PE firms are also incorporating exit
rights into the shareholder agreements, including
“put” options that enable the backers to sell back
to management teams.

“ he shareholder agreement
T
was watertight and hard to
wiggle out of.”

“ gree the exit strategy at the
A
point of entry and write it in
the shareholder agreement.”

14


Value creation in action
Company: ABC Transport
PE investor: African Capital Alliance (ACA)
Sector: Transportation
Entry date: August 2003
Exit date: February 2008
Returns:
4.7x initial investment
How PE helped the business
• ACA helped improve corporate governance
and financial reporting and also assisted
with recruiting senior management.
• ACA introduced some key corporate
customers.
• ACA worked with management on
expansion of the company’s operations
beyond Nigeria further into West Africa.
• ACA worked with management to prepare
the company for and ensure a successful
listing on the Nigerian Stock Exchange.

Exit enablers improve exit prospects
African PE firms are beginning to make effective
use of the practices common in many other markets
to enable exits. Key among these is ensuring the
continuity of management teams or clear succession
planning through the use of, for example, golden
handcuffs for a defined period post-exit. These kinds
of measures give potential buyers confidence that
management talent and experience will remain
with the company after it is sold, particularly in an
environment where the pool of experienced teams
is not deep.
Another important enabler of successful exits in
Africa will be early exit preparation. This means PE
firms and management agree to an exit plan from
the outset and discuss alternatives as they arise.
However, it also means careful positioning of the
company within the market(s) in which the business
operates to ensure that its strategic or other value
is clear to potential buyers. Bringing in experienced
advisors well in advance of a sale also helps to iron
out any potential issues before negotiations start.
Finally, African PE’s networks will continue to play
a strong role at exit as well as at entry and during
the period of investment. PE houses in Africa are
leveraging their contacts and relationships to cast
the net ever wider in the search for the right buyers
for their businesses.

“ t exit, a key selling point was
A
that management was retaining
a significant stake, which would
help with retention — especially in
a country with skills shortages.”

“ e had lined up a partner for exit
W
more than a year in advance.”


15

Outlook

Africa’s PE industry will continue
to grow from a strong base
Our study into African exits between 2007 and 2012
paints a picture of a young PE industry that has laid
strong foundations for significant future growth.
PE is well positioned to take advantage of many
of the favorable market conditions that Africa now
displays. Overall, Sub-Saharan Africa has grown by
over 5% a year, with many countries posting rates
in excess of 6%. This rapid growth is set to continue
as Ethiopia, Mozambique, Tanzania, the Democratic
Republic of the Congo, Ghana, Zambia and Nigeria
are expected to be 7 of the 10 fastest-growing
countries in the world over the next 5 years (China,
Vietnam and India make up the rest of the list).
Indeed, economic growth for Sub-Saharan Africa
is projected to be above 5% a year right through to
2020. These growth rates are attracting increasing
PE interest as the industry is now casting its net
far wider than the more developed (and slower
growing) South African market.
One of the drivers of economic growth has been a
concerted effort by many African governments to
improve the environment in which businesses and
investors operate. Key to this has been a focus on
governance: 70% of African countries have improved
in overall governance quality since 2006, according
to the annual Ibrahim Index of African Governance.
The Corruption Perceptions Index, compiled by
Transparency International, backs this up. Africa
now has 14 countries that rank higher than India
and 35 higher than Russia.
In addition, many African countries have been
undergoing a phase of rapid regulatory reform.
This is strengthening the overall business
environment. There are now 14 African countries
ahead of Russia, 16 ahead of Brazil and 17 ahead
of India in the World Bank’s ranking of “ease of doing
business.” Mauritius, South Africa and Ghana are
now considered by the World Bank as being easier
markets in which to do business than China.

16

Africa’s demographic profile is one of its key
attractions as the continent shifts from being
a commodities-led story to a consumer-led one,
driven by the combined forces of growing
urbanization, an increasing formal labor force
and a declining dependency ratio (i.e., those
aged below 15 and above 65).
And finally, FDI flows are increasing as the world’s
investors and businesses start to see continuing
improvement in economic performance, governance
standards and political stability across Africa.
FDI is coming from the UK, the US, China and other
emerging markets. Intra-African FDI flows have also
been increasing, with a compound growth rate as
high as 42% since 2007.
Historically, much of the focus among institutional
investors on the region has centered on South Africa.
However, there is an increasing desire among them
and among South African PE houses to move beyond
domestic borders to capture the growth rates
projected for many African countries. There are also
now a good number of experienced PE managers
operating in specific markets or across the continent
that are starting to be able to point to strong track
records. So far, these funds have largely been
supported by the DFIs. While these will continue to
provide a significant amount of capital and support
to Africa’s funds, in recognition of the valuable
development potential PE firms are able to unleash,
more investors are needed if Africa’s PE industry is
to reach its full potential.
The relatively recent arrival of some of the global
firms, in addition to the continued development
of pan-African players, will help attract more
international capital to the region. The onus on
these players is to ensure they achieve continued
success with their portfolio companies and generate
outperformance for their investors.
The creation of local sovereign wealth funds and
the continued development of pension funds in
the region investing in PE are highly welcome.
These institutions should provide further sources
of capital for Africa’s PE industry, particularly
over the longer term. There is increasingly strong
evidence to suggest that international LPs are
looking more closely at Africa and are keen to
gain exposure to the region’s strong fundamentals.


Figure 13. Economic growth prospects: 2011–20 (annual growth, %)

2.9% 1.7% 4.2%
United States

Europe

Middle East and
North Africa

Real GDP growth
(annual growth)

3.9%
Latin America

5%

Sub-Saharan
Africa

6.6%
Emerging Asia

Source: Oxford Economics


17

This year will be a test as to whether that sentiment
translates into real commitments. There are several
funds currently on the market and some due to
return to fund-raising over the coming months —
some of them larger funds (US$500m+) than
we have seen over recent years. If these funds
are successful in their fund-raising efforts, Africa’s
available dry powder will increase substantially.
However, LPs will need to be patient. Hold periods
are generally longer in Africa than in other parts
of the world. This is necessarily so. Value creation
cannot be rushed in markets that are still young.
Nevertheless, GPs in Africa need to have an eye
on how they will realize value from the outset and
prepare for exit early on, possibly more so than in
many other markets, to ensure hold periods are no
longer than they need to be.
African GPs must continue to build out and
strengthen their local networks. As we’ve
demonstrated in the report, these are vital for all
three main stages of a deal — sourcing and buying,
creating value and exiting. This, together with the
predominance of minority stakes in the market
outside South Africa, is one of the key distinguishing
factors of the African market from most other
economies. For those GPs venturing into markets
that are new to them, ensuring they have the right
local contact base as well as sound knowledge
of local macroeconomic and political conditions
will be essential.
The overall outlook is extremely positive. With a large
number of private companies across Africa requiring
growth capital and limited availability of alternative
funding open to them, PE is extremely well placed
to become a significant enabler of growth across the
African continent. And, as the report demonstrates,
it is also in a good position to provide its LPs with
the outperformance they seek.

18


About the study

The 2013 Africa study examined the results and
methods of PE exits between 2007 and 2012 using
similar methodology to the US, Europe, Latin
America and Australasia studies. Data was drawn
from various sources, including AVCA and EMPEA,
and confidential, detailed interviews with former
PE owners of the exited businesses. Initial research
was performed into 118 transactions across the
continent, with in-depth information obtained
on 69 exits.

AVCA: delivering African
excellence
The African Venture Capital Association
is a member-supported association whose
sole mission is to promote private equity
and venture capital investment in Africa.

Our analysis entailed an examination of the decision
to invest, value creation during ownership, the exit
strategy and key lessons learned. We obtained
good coverage of data in our sample relative to
the population across a number of metrics such
as exit year. However, as our exit population is not
complete for the period 2007–12, our findings may
not be fully representative.
Given the limitations of the data, our aim in this
inaugural study was to produce an important but
not necessarily statistically significant sample
of deals, analysis of which would enhance the
understanding of exit modalities and strategies
in these markets and the underlying drivers of
value creation.
The size of the sample is a function of the availability
of data on exits in these markets — our primary
motivation for embarking on this research — and
the extent of participation from the PE community.
We are tremendously grateful for the generosity
of those participating in this study and appreciate
both their time and input.
We look forward to continuing to bring you insights
into private equity value creation in both developed
and emerging economies in the coming months
and years.

Private equity and venture capital investment
in Africa has the potential to have a profound
catalytic impact on the development of
African economies, companies and
communities, and to provide strong
commercial returns for investors.
Our members include private equity and
venture capital firms, institutional investors,
foundations and endowments, international
development institutions, global professional
service firms and academic institutions
from around the globe that share a passion
for Africa.
Our network of experts and collaborators
support us in our ambition to represent the
industry among regulators and lawmakers,
and to navigate our members through these
extraordinary times of increased regulation
in the global private equity industry.
AVCA promotes the highest ethical standards
in governance and transparency, provides
unparalleled networking opportunities for
fundraising and delivers ground-breaking
intelligence and thought leadership on
the Africa private equity and venture
capital industry.


19

Contacts

AVCA

Special thanks to:

Michelle Kathryn Essomé
Chief Executive Officer
michelle.essome@avca-africa.org

Philip Bass
Global Private Equity Partner, Ernst Young

Ponmile Osibo
Research Analyst
ponmile.osibo@avca-africa.org

Dorothy Kelso
Senior Private Equity Analyst, Ernst Young
Jennifer Choi
Acting Chief Executive Officer, EMPEA

Ernst Young
Sandile Hlophe
Africa Leader, Transaction Advisory Services
sandile.hlophe@za.ey.com
Graham Stokoe
Africa Private Equity Leader
graham.stokoe@za.ey.com
Jeff Bunder
Global Private Equity Leader
jeffrey.bunder@ey.com
Michael Rogers
Global Deputy Private Equity Leader
michael.rogers@ey.com
Sachin Date
EMEIA Private Equity Leader
sdate@uk.ey.com

20


A truly African footprint and focus
Ernst Young has been operating in Africa for more than 160 years, and has offices in 33 African countries. With more than
260 partners across the continent, we can offer support in most countries. Our African operations are managed by one African
executive team, using a single, integrated business model. We can provide organizations with pan-African insights and strategy
as well as on-the-ground assistance and insight, including expert advice on customs and systems, local taxes and introductions
to influential local people. This local expertise is backed up by the profound industry and market insights of our global colleagues.
Our business focuses on a range of industry sectors that reflect the primary growth areas across Africa: government,
infrastructure, mining and metals, oil and gas, telecommunications, power and utilities, retail and consumer products
and financial services, including private equity.

Ernst  Young
Assurance | Tax | Transactions | Advisory

About Ernst  Young
Ernst  Young is a global leader in assurance, tax,
transaction and advisory services. Worldwide,
our 167,000 people are united by our shared
values and an unwavering commitment to quality.
We make a difference by helping our people,
our clients and our wider communities achieve
their potential.
Ernst  Young refers to the global organization
of member firms of Ernst  Young Global
Limited, each of which is a separate legal entity.
Ernst  Young Global Limited, a UK company
limited by guarantee, does not provide services
to clients. For more information about our
organization, please visit www.ey.com.
How Ernst Young’s Global Private Equity Center
can help your business.
Value creation goes beyond the private equity
investment cycle to portfolio company and fund
advice. Ernst Young’s Global Private Equity
Center offers a tailored approach to the unique
needs of private equity funds, their transaction
processes, investment stewardship and
portfolio companies’ performance. We focus
on the market, industry and regulatory issues.
If you lead a private equity business, we can
help you meet your evolving requirements
and those of your portfolio companies from
acquisition to exit through a highly integrated
global resource of 167,000 professionals
across audit, tax, transaction and advisory
services. Working together, we can help you
meet your goals and compete more effectively.
www.ey.com/privateequity
© 2013 EYGM Limited.
All Rights Reserved.
EYG no. FR0083
In line with Ernst  Young’s commitment to minimize
its impact on the environment, this document has
been printed on paper with a high recycled content.
This publication contains information in summary form and is
therefore intended for general guidance only. It is not intended
to be a substitute for detailed research or the exercise of
professional judgment. Neither EYGM Limited nor any other
member of the global Ernst  Young organization can accept
any responsibility for loss occasioned to any person acting
or refraining from action as a result of any material in this
publication. On any specific matter, reference should be made
to the appropriate advisor.
The opinions of third parties set out in this publication are not
necessarily the opinions of the global Ernst  Young organization
or its member firms. Moreover, they should be viewed in the
context of the time they were expressed.

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