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How A Sovereign Credit Downgrade Might Impact M&A Activity

While still managing to avoid a downgrade in April, South Africa has found itself at a crossroads of uncertainty since Moody’s Investors Service’s bleak budget reaction that sparked junk status fears for the country.

The speculation about the credit downgrade has been amplified by the fact that South Africa is in the middle of an election year – a factor that has also been blamed for a decrease in foreign investors’ confidence in the South African market.

An analysis of mergers and acquisitions (M&A) activity pre-and-post downgrades in Brazil and Greece suggest that although foreign investment will not end, investors do adapt their investment portfolios to align to the parameters of their investment mandates. 

Government bonds and treasury securities become largely un-investable instruments post a sovereign downgrade. However, statistics suggest that while capital outflows are a reality, some funds do remain behind in these countries, and new funds do flow in. These investments will naturally seek viable and alternative high-return investment opportunities – options often presented by M&A. One theory that emerges from this analysis is that mature economies have more stable but lower growth rates. While developed economies also represent a seemingly lower risk, they do not offer sufficiently high returns.

In order to achieve the required overall return on investment in a risk-on environment following a credit downgrade, fund managers will inevitably still require some form of investment in emerging markets.

 

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In order to understand the impact a credit downgrade has on M&A activity in a country, we compared M&A activity as reported by Zephyr, a Bureau van Dyk company that offers a database of deal information.  

We compared M&A activity before and after a credit downgrade in Brazil, which has a similar economy to South Africa due to slow growth and political instability in both countries, as well as in Greece. The raw data suggests that a catastrophic capital flight is unlikely because the sums invested may be lower and the investment profiles between the countries are different. But opportunity abounds and returns remain strong as there exists a direct correlation between risk and reward.

According to Trading Economics, Moody’s was the first to downgrade Brazil in September of 2014 for political and economic reasons. Fitch Ratings followed suit with a downgrade in April 2015. In July 2015, S&P downgraded the country too.

The Bureau van Dyk / Zephyr data looked only at transactions where the targets were Brazilian companies and considered deals that were both completed and announced each year. The transactions analysed include mergers, acquisitions, institutional buy-outs as well as venture capital and private equity.

It is evident from the data that the volume of transactions was relatively flat after the first downgrade by Moody’s in 2014. The volume of transactions decreased by approximately one-third after the remaining agencies downgraded the country in 2015.

While the total value of transactions reported also decreased, it is evident that the average transaction value in 2017 was similar to 2015.  For example, the average value per transaction in 2015 was R973 million and R929 million in 2017. On a cursory view, transaction values held up well after the Moody’s downgrade.

Analysing the data for Greece, which was downgraded in 2010, the following graph illustrates the effect on both volume and values reported by Bureau van Dyk over a similar period to Brazil.

The data illustrates a clear downward trend in M&A deal values over the period of the financial crisis in 2008, 2009 and well into 2010. While there was an initial slump in volumes and a slight decrease in value immediately after the downgrade in 2010, it is only 2017 that has subsequently underperformed the deal values as they were similar to levels seen in 2010. Again, the average deal size in the period following a downgrade is shown to have increased.

In conclusion

The data analysed makes no currency or inflation-related adjustments. And the data, being Euro-denominated, indicates that the M&A sector remained resilient even after credit downgrade events.

Although Moody’s did not downgrade South Africa to junk, the data from Greece and Brazil does indicate that deal flow will not evaporate should this happen. Volumes may initially drop but average deal values can be expected to increase.

While we continue to work to avoid it and acknowledge the punitive impact thereof, the statistical reality is that a downgrade is not likely to be as detrimental for the M&A sector as otherwise perceived.

 

Author
Andre Bresler
Managing Partner
Benchmark International

T: +27 (0) 21 300 2055
E: bresler@benchmarkintl.com

 

 

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Benchmark International (South Africa) Closes 9 Deals in 9 Weeks

Benchmark International’s South African office has experienced a sharp increase in deal flow and activity. The company reports having received 51% more non-disclosure agreements from interested parties and a 71% increase in the number of offers received for client businesses than in the corresponding period last year.

The volume of transactions concluded by Benchmark’s South African office confirms the positive trend identified in the recently published Intralinks Deal Flow Predictor, which relies on early-stage transaction forecasts compiled from data on M&A due diligence activity in virtual data rooms. The predictive models for the second half of 2019 suggested an increase in the number of deals to be announced in the order of 5% for the EMEA region.

Benchmark International—demonstrating this trend—is pleased to have facilitated the following transactions in recent weeks:

  1. The investment by way of share subscription in Shift South (Pty) Ltd, trading as SweepSouth, by MIH Holdings, trading as Naspers Foundry

  2. The sale of a majority interest in Counterpoint Trading 439 (Pty) Ltd to Shave and Gibson Packaging (Pty) Ltd

  3. The merger of two undisclosed prominent e-commerce companies

  4. The disposal of Groupline Projects (Pty) Ltd by Wonderstone Ltd who are in turn owned by the JSE listed group Assore Ltd to Mokoena Holdings (Pty) Ltd

  5. The sale of Muffin Mate Coastal (Pty) Ltd to Ekuzeni Supplies (Pty) Ltd

  6. The sale of Jordan Human Resources to Vinton Holdings (Pty) Ltd

  7. The sale of an undisclosed mining equipment manufacturer to an undisclosed Canadian equipment supplier

  8. The acquisition of Ciba Packaging (Pty) Ltd’s non-core flexible food assets by Lampac CC, trading as Packaging World

  9. The sale of Nology (Pty) Ltd and Nology Distribution (Pty) Ltd to a multinational technology holding company

Commenting on the transactions, Andre Bresler, Managing Partner at Benchmark International’s South African office, remarked, “The range of transactions is a testament to the maturing M&A landscape in South Africa as well as the depth of the Benchmark team as these nine deals represent a very broad spectrum of M&A activity—from a capital raise to a merger and both partial and full disposals. There are private equity and trade-buyer deals, cross-border and domestic transactions, an acquisition, and even the disposal of a non-core asset of a listed entity. It’s certainly an exciting time for M&A in South Africa with no significant slow-down expected; we anticipate a number of additional transactions to finalize in the last quarter too.”

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South Africa's Private Equity Scales New Heights

Benchmark International’s South African office was proud to attend the unveiling of this year’s private equity survey conducted by the South African Venture Capital Association (SAVCA).

Once again, private equity in South Africa has demonstrated the robust nature of the local market by posting a significant increase in investment activity in 2018.

The survey reports the value of new and follow-on investments has reached R35.4 billion, more than double the annual average of R15.2 billion posted over the past decade.

The research has further revealed that Southern Africa’s private equity industry (comprising both government and private funds) boasted R171 billion in funds under management (FUM) as of 31 December 2018.

More pointedly, the facts allude to a significant spike in trade sales, which were the most popular transaction, equating to a value of R5.6 billion in the past calendar year.

This further solidifies the dynamic reputation of the local mid-market sector of the economy and bodes well for the near and mid-term investment cycle for South African business owners looking to grow, transform, or exit their businesses.

Additional key takeaways from the survey include:

  • R171 billion in funds under management (FUM)
  •  R12.8 billion was raised in 2018
  • 55. 5% of the funds have been earmarked for South African investments
  • Real estate comprised 15% of the value of all unrealized investments at 31 December 2018, with manufacturing and retail accounting for 11.6% and 10.8%, respectively
  •  Average investment deal size increased to R43.3 million during 2018, from R41.5 million during 2017

To obtain the survey results, SAVCA, along with its research partner Deloitte, surveyed 47 managers, representing 82 funds, with a mandate to invest in South Africa and in other African markets.

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Benchmark International has successfully facilitated the sale of Machine Cutting Services (MCS) to Montsi Investments

Benchmark International has successfully facilitated the sale of its client, Machine Cutting Services to Montsi Investments, a 100% black-owned family investment company operating in South Africa and Ghana.

Machine Cutting Services, based in Modderfontein, South Africa, offers on-site machining services, products sales and rentals to, inter alia, the power generation, petro-chemical, mining, paper and sugar milling, and heavy engineering sectors. The company is an agent and distributor of prestigious, global brands of on-site machining tools as well as top quality plumbing tools.

Montsi Investments recognised the value in adding MCS to their stable of investments, which includes companies such as aggregate producers in South Africa and Ghana. Through their acquisition of the company they plan to expand its geographic footprint in Africa and leverage the improved B-BBEE score to secure new business.

“With a prior attempt at selling the business by another advisory having been unsuccessful, I was beginning to think I’d never get to retire, but the Benchmark team really came through for me and delivered on their promise to assist me in finding succession for my business”, stated the seller Mr Derek Holliday, adding “I felt well supported by Johann throughout the sale process. His expert guidance was invaluable.” 

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“We knew that a completely fresh approach to a wider market would be required” says Johann Haasbroek, the Transaction Director at Benchmark International. “The buyer was identified through the Benchmark process and once we conveyed the unique advantages that they would gain by acquiring the business; such as the growth that could achieved though the company’s superior ability to navigate the South African legislation in which the company operates, the buyer saw the potential for growth and engaged.”

Encouraged by what the deal indicates about the South African M&A industry, Andre Bresler the Managing Director at Benchmark International, concluded “This transaction is testament to the ever-increasing maturity and success of the BEE industrialist and investor market where strong interest was forthcoming from a number of strategically motivated buyers with impressive portfolios and track records of success, capable of adding genuine synergistic value.”

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Benchmark International Facilitated the sale of AVIS Forklifts (Pty) Ltd (AVIS) to Sky Investment Holdings (Pty) Ltd through its subsidiary Tailifts South Africa (Pty) Ltd (Tailifts)

Benchmark International is pleased to announce the sale of AVIS Forklifts (Pty) Ltd (AVIS) to Sky Investment Holdings (Pty) Ltd through its subsidiary Tailifts South Africa (Pty) Ltd (Tailifts).

AVIS is an independent forklift company, established in 1970. With over 40 years in operation, it is well recognised as a pioneer in the forklift rental industry. The company has grown to provide a comprehensive range of services regarding materials handling equipment including forklift hire, forklift sales, transport solutions and side lifter facilities. The company’s infrastructure is geared toward providing its customers with a cost-effective materials handling solution.

Tailifts prides itself on the manufacture and maintenance of tail lifts that can be fitted to column, cantilever, foldaway and retractable lifts suitable for any industry. In addition, Tailifts is the sole distributor in Southern Africa for Zepro, Waltco and Del lifts, market-leading brands in Europe, the USA and the UK respectively. The company boasts authorised service and fitment agents in all of the main centres within South Africa and engineering staff are trained and certified ECSA engineers as well as registered lifting machinery inspectors.

 

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The transaction sets the groundwork for both businesses to leverage off of each other’s mutually advantageous basket of products and services while aggressively nurturing their newly augmented and combined national footprint.

Commenting on this, Andre Bresler of Benchmark Corporate South Africa said: “This is yet another transaction that demonstrates in such active sectors going to market in a competitive process unlocks real value beyond the balance sheet for buyer and seller alike. I could not be more pleased to see such uniquely suited entities joining forces, it has been a privilege for Benchmark to have been selected to advise such an iconic brand.”

On behalf of everyone at Benchmark International, we would like to wish both parties every success for the future.

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Benchmark International has successfully facilitated the transaction between Logicalis South Africa (Pty) Ltd and Clarotech Holdings (Pty) Ltd & Clarotech Consulting (Pty) Ltd.

Benchmark International is pleased to announce the completion of a transaction between Logicalis South Africa (Pty) Ltd and the Clarotech group of companies including Clarotech Holdings (Pty) Ltd & Clarotech Consulting (Pty) Ltd. The deal was concluded by the transaction team based at the mid-market M&A corporate advisory’s African headquarters in Cape Town, South Africa in August of 2018.

The Clarotech group of companies specialise in Information and Communications Technology (ICT) providing consulting, physical product and support services to businesses throughout Southern Africa. Operating since 2001, the company satisfies the need for advice, solutions and ongoing service. Clarotech’s aim is to simplify ICT by supplying relevant solutions of value through proven end-to-end methodology.

Logicalis is an international multi-skilled solution provider supplying digital enablement services. The business boasts a well-curated customer base where it advocates for some of the world’s leading technology companies including Cisco, HPE, IBM, CA Technologies, NetApp, Microsoft, Oracle, VMware and ServiceNow. The Logicalis Group has annualised revenues of over $1.5 billion, from operations in Europe, North America, Latin America, Asia Pacific and Africa. It is a division of Datatec Limited, listed on the Johannesburg Stock Exchange, with revenues of over $4 billion.

 

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The similarities in business strategy, culture and ethos between the two companies have made this acquisition a “natural fit”, says Colin Fair, Managing Director and owner of Clarotech. “For the past few years, the management team has been looking for a company who could be a partner for us, one that would allow us to create something special from the marriage. We have been seeking a 1+1=4 scenario that would benefit our customers and our staff. This is what Clarotech has found in Logicalis.”

Commenting on this, Andre Bresler of Benchmark Corporate South Africa said: “This transaction affirms many analysts’ predictions of a positive climate for M&A in the TMT sector for 2018. Whilst there was defined interest from both up and down the supply chain in this acquisition, the strong cultural fit and clear synergies offered by the ultimate acquirer were evident from the outset. It has been a real privilege to have a hand in such an outstanding result for such outstanding clients.”

On behalf of everyone at Benchmark International, we would like to wish both parties every success for the future.

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Benchmark International facilitates the merger of the off-site marketing division of Corporate Security (Cor-Secure (Pty) Ltd) and Off-site Monitoring (Pty) Ltd (OSM)

Benchmark International is pleased to announce the successful merger between the off-site monitoring division of Corporate Security (Cor-Secure (Pty) Ltd) and Off-site Monitoring (Pty) Ltd (OSM)

Established in 1984, Corporate Security has extensive technical knowledge and experience within the South African security industry. The company offers a range of security services, focusing on the design and installation of off-site monitoring (OSM) and other technically orientated security products.

Utilising select imported and local security products; Corporate Security offers a substantially more cost-effective security monitoring option boasting proven efficacy. The company’s 14-year investment in the Control Room has culminated in a state-of-the-art off-site OSM CCTV control station as well as an analytics system.

Off-Site Monitoring (Pty) Ltd offers its customers a premium 24-hour surveillance service for essential day-to-day systems and security.

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South Africa Team Expands Operations into Johannesburg

The Benchmark South African Office has experienced extraordinary growth in the ten months following the company’s investment in Cape Town in response to demand to grow the African operations. The team is therefore proud to announce the opening of its Johannesburg office, the largest city in South Africa and one of the 50 largest urban areas globally.

Strategically, this expansion positions the company’s additional operations near the heart of the country’s wealthiest province, a full three months ahead of schedule. The early establishment of an office in this node was a decision necessitated by the level of activity Benchmark is engaged in with clients and buyers alike, and demonstrates the company’s continued
commitment and growing presence on the continent.

As a country, and in the context of Emerging Markets, South Africa has unparalleled potential as a destination for direct investment and features as one of the most dynamic and rewarding emerging market economies across the globe. As an M&A target region South Africa was recently ranked as the 28th most attractive destination for inbound M&A transactions globally. (According to Zephyr, a product of Bureau van Dijk).

Benchmark International’s Johannesburg office is headed up by Johann Haasbroek who, having worked with many of the current Benchmark team in the past, has extensive M&A, Corporate Finance and Banking experience.

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What Makes a Company a Likely Acquisition Target?

A fascinating report has been published by Intralinks who, in conjunction with Cass Business School in London examined 23 years of data from almost 34,000 companies worldwide to identify the factors that make companies attractive M&A targets.

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Out of Africa: How the M&A Market is Evolving South of the Sahara

Benchmark International has recently opened a new office in Cape Town, South Africa (see 3rd July blog post), headed up by Andre Bresler and Dustin Graham. This is an exciting development for Benchmark International, in a dynamic evolving market.

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Benchmark International Expands Into South Africa

A Manchester-based M&A specialist has expanded into South Africa with the opening of an office in Cape Town.

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