Financing Of Municipal Infrastructure Head of Public Sector: Stephen Seaka - 23 August 2013 - Municipal Institute of Learning
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1. Absa Bank Overview 2. Absa Public Sector 3. Infrastructure Funding Alternatives 4. Bus Rapid Transit 5. Conclusion 6. Questions
Realising the “Go-To-Bank-in-Africa” Strategy Absa and Barclays recently stepped up the One Africa strategy with the acquisition by Absa of Barclays’ Africa operating in 14 countries in Africa Barclays has a strong heritage in Africa having operated in over 14 countries in this Barclays Africa Coverage region for over 100 years. Absa is a leading bank with considerable scale in South Africa Barclays Africa ■ In December 2012, It was announced that Absa acquired Barclays Africa’s businesses in Botswana, Ghana, Kenya, Mauritius, Seychelles, Tanzania, Uganda Egypt and Zambia ■ In-country presence through dominant Barclays commercial banking operations ■ Barclays Africa serves its 2.8m customers through a network of 573 branches and service centres Uganda ■ Barclays Africa has a strong and distinct Africa focus with a dedicated Africa Ghana coverage team Kenya ■ Absa Corporate & Investment Banking provides a full suite of investment banking Nigeria Tanzania products across the continent ■ Absa Bank became a subsidiary of Barclays Bank Plc in 2005, when Barclays Seychelles acquired a 56.5% controlling stake in the Absa Group. The acquisition of Barclays’ Zambia Africa businesses increased the stake to 62.3% Mozambique ■ Absa / Barclays Africa has extensive product capabilities, split between Retail and Namibia Business Banking, Insurance, and Corporate and Investment Banking ■ Zimbabwe Mauritius Absa has the largest capital reserves and single lending capacity in South Africa Botswana South Africa ■ With 950 branches and 9800 ATMs, Absa has the largest retail branch network in South Africa Number of branches in Africa (2011) 1,400 Key Highlights 1,200 1,000 Accelerates the One Bank in Africa 800 Covers 14 Africa countries 600 strategy 400 A leading franchise – top 4 by revenue in 7 countries Most number of branches of any bank in Africa 200 0 Absa/ Barclays Standard Standard NumberFirstRand Ecobank of BranchesUBA Nedbank Africa Bank Chartered Leading M&A Advisor in SSA Leading Investment Bank in SSA bonds “Post successful conclusion of a transaction, investors will have a liquid entry point +15 million >1,500 .+10,000 >50,000 for Sub-Sahara banking/financial services.” Clients Branches ATMs Employees Credit Suisse, 6 December 2012 2
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We have the most extensive local distribution network in South Africa serving over 10.9 million clients through 1174 outlets. We have in excess of 950 branches, 22 cash centres, and over 9,822 ATMs nationwide. We also have more than 42,000 Point of Sale devices in South Africa 8
Absa Bank Public Sector 9
Overview of Market Share 1. Municipal Transactional Banking National Market 2. Municipal Transactional banking Provincial Market Share 2012 Share 2012 ABSA leads sector in transactional banking
Our Service Offering Transactional banking Provision of financing Arranging and raising of funding Advisory for optimal funding structures Value added services: Enterprise Development Workplace banking CSI Affordable housing 11
Our Relationship Approach to Local Government Merchant Services Cash Devices Kiosks SWIFT Cash Accepting ATM’s Client Centric Cell Relationship Model Phone Banking Holistic Solution 3 points of contact Local 1 Relationship Cash Send Government Executive 2 Relationship 3 Service Manager Business Integrator Client Support Centre Pre-Paid Reporting Cards
Infrastructure Funding Alternatives 13
Local Government Service Delivery Mandate Municipalities have a significant service delivery and economic development responsibility Metro budgets are already consuming close to 60% of the total local government spending and based on the MTREF growing to 64% Despite the Metro’s significant infrastructure spending over the last few years, the infrastructure backlog and the requirements for new infrastructure is increasing Metro’s are required to cater for an ever increasing emigration from citizens to the metropolis and it is imperative to strengthen long term strategic and capital planning abilities to provide for the structural changes taking place The Metro’s cannot solely rely on their balance sheet capacity to raise capital & similar to their international counterparts, need to consider making use of alternative service delivery procurement options The regulatory environment in South Africa, dealing with ASD options is well developed and although cumbersome for the institutions provides great comfort to potential private sector partners ASD options include management contracts, long term lease arrangements, concessions 14
Infrastructure Funding Options Long term loans Municipal bonds/Debt capital markets Project finance (ring-fenced) Export credit agency (ECA) backed 15
Borrowing Profile Debt Profile ABSA Appetite Local Government debt approximately R46bn R120bn mandate & scale set aside by ABSA to fund public sector ABSA holds approximately R5bn of Local Govt book Current utilisation at approx R80bn R20bn required over the MTREF R40bn available to fund public sector 16
Long Term Loans Tenor requirements (liquidity constraints) Amortising versus bullet profiles Balance sheet capacity Economic assets Credit appetite from commercial banks and DFIs 17
Loans Credentials City of Johannesburg Development Bank of Transnet Development Bank of Southern Africa Limited Southern Africa Limited ZAR 1,311,000,000 Senior Secured Facility USD 100,000,000 ZAR 2,000,000,000 USD 100,000,000 Term loan Term Loan Term loan Sole Lead Arranger Mandated Lead Arranger Joint Mandated Sole Arranger Lead Arranger June 2013 December 2012 March 2012 June 2012 Theewaterskloof Greater Tubatse Overstrand Gauteng Provincial Local Municipality Local Municipality Local Municipality Government ZAR 11,300,000 ZAR 9,500,000 ZAR 120, 000,000 ZAR 978,000,000 Term Loan Term Loan Senior Facility Term loan Sole Lead Arranger Sole Provider Sole Provider Sole Provider August 2011 2013 2013 2013 Hessequa Drakenstein Local Municipality Local Municipality KwaDukuza ZAR 120, 000,000 ZAR 120, 000,000 Local Municipality Senior Facility Senior Facility ZAR 21,000,000 Term Loan Sole Provider Sole Provider Sole Provider 2013 2013 2012
Municipal Bonds – Debt Capital Markets Wide range of investors: ■ Insurance companies ■ Asset Managers Market Capacity Domestic medium term note programme; single document under which all bond issues can be executed Limited covenants and normally unsecured Bullet repayment profiles with no prepayment options Mandatory credit rating 19
Bonds-DCM Credentials City of Johannesburg City of Johannesburg City of Johannesburg bond issue – COJ01 partially guaranteed bond bond issue – COJ03 issue – COJ02 R1 billion R1 billion R700 million Joint-Lead Arranger Joint-Lead Arranger Dealer 2004 2004 2005 Ekurhuleni Metropolitan Ekurhuleni Metropolitan Ekurhuleni Metropolitan Municipality Municipality Municipality R4bn DMTN Programme EMM01- ZAR800 mn EMM02- ZAR800 mn Sole Lead Arranger Sole Lead Arranger Sole Lead Arranger July 2010 July 2010 March 2011 City of Cape Town City of Cape Town – CCT01 ZAR7bn DMTN Programme ZAR1.0 bn Joint Lead Arranger Joint Lead Arranger June 2008 June 2008 20
Bonds-DCM Credentials National Research Rand Water Foundation City of Johannesburg National Treasury of the Development Bank of Republic of South Africa Southern Africa Due Diligence & Business R2.5 billion R633 million Plan Enhancement of an USD2 billion R500 million NRF PPP Project Commercial Paper Issue Notes Issue Bond Tap Co-Lead Manager Advisor Co Advisor Co Advisor Co Lead Manager 2011 2010 2010 2010 2010 Public Investment National Empowerment City of Johannesburg Corporation National Housing Finance Fund KZN Growth Fund Corporation Limited R25 billion R950 million R1.5 billion R1 billion R1.5 billion Unwind of MTN BEE Asonge Public Offer Fund establishment and Commercial Paper Issue transaction Funding Strategy and Plan Structuring implementation Co Advisor Lead Advisor Lead Advisor Lead Advisor Lead Advisor 2011 2008 2008 2007 2007 Gauteng Enterprise City of Johannesburg Eskom ECA City of Johannesburg Propeller Republic Of South Africa Department of Public R300 million Issuance of a Government Enterprise USD200 million R17 billion R300 million Establishment of an SME Bond Fund ……. R 6 billion SAA Hedge book Export Credit Agency & Infrastructure €750 million Capital Raising Procurement Initiative Business Plan Consulting Co Advisor Co Advisor Lead Advisor Lead Advisor Advisor Advisor 2007 2007 2007 2006 2006 2005 21
Project Finance Ring-fenced solution that leads to private sector party arranging finance based on project’s viability Focus on life cycle costing to compliment proper asset management strategy Risk sharing model Well regulated model & value for money test 22
Typical Project Finance Funding Typical Characteristics Project Finance Based Funding Project Finance dates back to the 1930’s Originally in oil/gas and later in infrastructure Financial Shareholder Project Technical Share risks, no parent risk, off-balance sheet & “equity efficient” Legal Advisors Shareholders Contractors Limited recourse to the project sponsors until project completion Debt repayment relies principally on the project’s future cash flows The project is “ring-fenced”, utilizing a special purpose vehicle (SPV) Suppliers Project Offtakers Long-term, although lower than the length of offtake Company Highly structured Security over assets rights and rights of the project company Financial Project Legal Company Banks Risk Analysis Insurance Advisors Project Level Risks Technical Banks Institutional Risk Legal Advisors Force Majeure Insurance Credit Enhancements Sovereign Risk - Timing - Technology Risk - Force Majeure Risk - Key agreements - Project Performance - Market Risk - Project operations - Completion Risk - Environmental factors - Lending Controls - Foreign Exchange Risk - Syndication Risk - Legal Risk - Interest Rate Risk 8
Project Finance Credentials Trans Caledon Trans Caledon Gauteng Provincial 250MW Hydropower Project Tunnel Authority Tunnel Authority Government 1,000MW Peaking Power Project Finance ATC South Africa Lesotho Highlands Berg River Water Project Rail PPP Project Finance Water Project USD 870m ZAR 1,2bn ZAR 20.5bn ZAR 7bn ZAR 1.3bn ZAR 1bn Joint-MLA, Hedging Bank MLA, Sole Underwriter Arranger, Underwriter, Coordinating MLA IDA Facility Agent Facility Agent Financier Financier Investor South Africa Uganda South Africa South Africa South Africa South Africa Ongoing 2012 2011 Roodeplaat Temba Water Services Rustenberg Water Services Tharisa Minerals (Pty) Ltd Trans Caledon Gauteng Provincial ZAR 1bn Tunnel Authority Government ZAR 530 mn ZAR 300 mn Komati Water Scheme Joint MLA Project Rail PPP Advisor, Co-Sponsor, Advisor, Co-Sponsor, ZAR 2.2bn ZAR 3.4bn Arranger, Underwriter Arranger, Underwriter Hedging Provider Financier Arranger, Underwriter, South Africa South Africa Investor September 2003 December 2004 2012 2012 South Africa Selected Deal Awards ZAR 260m Project Finance Facility USD 2,000,000,000 2,400MW Coal-fired Sole Arranger, African Oil and Gas Deal of African Wind Deal of the Year Mandated Lead Arranger Power Project Captive Coal-fired Power the Year Account Bank, Project Finance Plant Sumitomo Corp; Eskom; IDC; USD 8bn Hedging Provider Undisclosed Nigerian National Petroleum Rainmaker Energy Financial Advisor Transaction Advisor Corporation; Exxon Mobil Droper Wind Botswana December 2011 Ongoing RDP Funding 2012 Deal of The Year 2012 6
What are ECAs? Export Credit Agencies (ECAs) are government ECA Loan Agreement institutions in major exporting countries that provide (between Lender and Borrower) support to facilitate international trade and export transactions by providing: ECA Loan 85% of export content Value Up to 30% cover for local costs ■ Bank guarantees to lenders Drawdown Mirrors contract payments ■ Insurance for lenders and suppliers ■ Direct lending to buyers Grace period - repayment starts when goods are delivered ECA guarantees cover both political and commercial risk, Repayment Repayment horizon (depending on project and do not cannibalise market capacity for other funding can achieve over 10 years) products Instalments are equal semi-annuals ECAs provide competitive terms and conditions to support their local exporters Dependent on credit and tenor, but subject to country minima ■ Longer tenors than available in the commercial Premium Payable to ECA as a condition precedent market to drawdown ■ Additional liquidity Interest Floating or Fixed ■ Low margins ECA Support Agreement ■ Deeper risk appetite (between ECA and Lender) ECA financing can be executed on a corporate basis, Security First demand guarantee or insurance project finance basis or hybrid basis policy (depending on ECA) In the current market, ECA represents the Up to 100% of the ECA loan value for both Guarantees 3rd pillar of liquidity political and commercial risks 4
Why ECA Financing? Key Benefits Alternative source of • Not tying up all credit lines with commercial lenders funding Long tenors (generally up to 10 years repayment period) Better terms than the Low cost (lower than commercial or bank borrowing) bond markets Low cost of carry (if delivery schedule is spread out over a long period of time) No impact on bond Does not tap bond market appetite /Loan market liquidity Access to additional liquidity Greater scope to structure flexible package (e.g. interest rate, local currency, multicurrency options) Financing flexibility Flexibility in drawdown and repayment structure No credit rating required Limited number of Less restrictive covenants restrictions No clear market requirements [so does not impinge on other commercial fund raising] 6
Absa Providing Full Support Through the Lifecycle Advisory and Structuring Arranging and Execution Funding and Operation Understand detailed funding Advise on how to leverage the Once the commercial Given the current market needs for each project: supplier tender process in order to contract(s) have been agreed, situation, we are frequently ■ Project costs and import increase bargaining power with engage with the ECAs and raising funds via funding component the ECAs other interested parties to competition, tendering out to arrange the financing other banks and other financial ■ Probable export country Negotiate with ECAs to achieve institutions – including the and preferred bidder ■ Maximum tenor Complete all documentation capital markets necessary for smooth execution Advise on how to market ■ Maximum ECA eligible of the ECA facility We have first class distribution /introduce the business and amount capabilities CAPEX programme to the ECAs ■ Minimise premium Co-ordinate with the commercial financing facility We provide transparency Advise on the most effective Co-ordinate with commercial through the tender process ECA strategy to derive the best financing requirements Execute pre-agreed Risk terms and conditions Management Strategy Deliver the funds at the most ■ Advise on ECA facility Advise the on an appropriate Risk preferable rates available in the Management strategy (interest market at that point in time ■ Consider enhancement rate and FX) strategies (e.g. CIRR, Undertake the agency role commodity linked) Often, in practice, there is overlap where necessary ■ Achieve fixed-rate, long between the Structuring and Arranging/Execution phases Facilitate the smooth operation term facility of the facility during the build period, ensuring that both payment and risk management issues are dealt at this time 7
What Our Clients Say About Us… “The cost achieved for this 20 year facility was lower than our National Treasury 10yr bond rate” “Not only has the facility has provided us with low cost and long term financing, it has been an invaluable tool for us to manage our interest rate risk and foreign currency exposure” “Other banks simply provide financing, but Barclays has gone beyond that to create a solution to our funding needs. I see them as more than a just bank – they are our long term funding advisor.” “ This is the lowest cost of long term financing we have ever achieved and are ever likely to get” Source: Quotes from the Government of South Africa Mr Chris Wells, the Company’s Acting Group Chief Executive, says: “We are pleased to have leveraged the benefits of the ECA Umbrella Facility to secure competitively priced financing with long tenors” “In the prevailing complex market conditions the flexibility provided by an alternative source of financing represents an invaluable tool in implementing our long-term growth strategy” “The bottom line is that we are accessing a deep pool of alternative funding at a price which is comparable to the domestic bond market” Source: Quotes from Transnet “With the support of Barclays we have been to achieve an affordable, flexible, timely and cost effective solution for the Government of Ghana” Source: Quote from the Government of Ghana 18
ECA – Our Sub-Saharan Credentials Demonstrate Our Capabilities Ghana Zambia Ethiopia Kenya Tanzania PROJECT MAAMBA Govt of Ghana Ghana Cocoa Board Govt of Ghana Govt of Zambia Ethiopian Airlines Kenya Airways Govt of Tanzania Govt of Tanzania USD 101m USD 200m USD 200m Up to USD 2.8bn USD 540m USD 300m USD 430m USD 1.0bn USD 40m ECIC-backed facility Medium Term ECGD-backed facility Umbrella Structured ECA-backed facility Financing of Financing of Umbrella Structured Structured L/C and SHEP4 Programme Trade Finance Facility Affordable Housing ECA Facility 2x150MW Power Plant 3 Boeing 5 Boeing ECA Facility Loan facility Arranger and Lender Initial MLA/Bookrunner Arranger & Agent Arranger & Agent Lead Arranger / Agent 2012 2012 UNDER MANDATE UNDER MANDATE UNDER MANDATE 2003 2002 - 2008 UNDER MANDATE 2000 Mozambique Govt of Ghana Ghana Cocoa Board Kenya Electricity Generating Company USD 175m USD 1.5bn ECGD-backed facility Short Term USD 5bn 7 district hospitals Trade Finance Facility Financial Advisor and Sasol New Energy Arranger Services Initial Lead Arranger Advisory for October 2012 2012 UNDER MANDATE Financing of Gas power plant UNDER MANDATE Nigeria Zimbabwe South Africa C&I Leasing Makomo Resources USD 4.4m USD 10m ECIC Facility SMT ECIC backed Govt of South Africa Crew transport vessels financing NT1,2,3 South African Airways Transnet SANRAL USD 2.6bn Arranger & Agent Arranger & Agent Re-Structured USD 345m ZAR 78bn USD 1.0bn 2013 2012 Multicurrency Financing of Umbrella Structured Umbrella Structured ECGD Facility 3 Airbus ECA Facility ECA Facility Sole Advisor & MLA Arranger & Agent Sole Advisor/Arranger Sole Advisor/Arranger Angola Namibia Lesotho 2000-2020 2003 2007-2012 2009-2014 PROJECT SEAGOLD TAAG Sonangol Natura Energy Liqhobong Telkom Xstrata South Africa Eskom Shaft Sinkers Mainstream Diamond Project USD 580m USD 100m USD 2.5bn USD 150m USD 1.6bn USD 1.0bn USD 40-50bn USD 260m ECIC USD 1.0bn Financing of Financing of 13 fixed ECA Backed Facility USD 75m Umbrella Structured ECA Backed Facility Multi-sourced Backed Facility Advisory and Arranger 7 Boeing & rotary wing aircraft Syndicated Loan HFO Power Plant ECIC-Backed ECA Facitliy 2x150MW Power Plant ECA Financing 7 Renewables Projects Project Finance Sole Adviser Arranger & Agent Arranger & Agent Joint MLA Sole Advisor /Arranger ECA advisory work & Bookrunner 2006-2007 2005-2006 2008 UNDER MANDATE UNDER MANDATE 2010-2015 UNDER MANDATE 2012 2010 UNDER MANDATE 11
Case Study: National Treasury of South Africa (“NT”) Highly structured, 20 year ECA facility covering a USD 2.6bn procurement programme NT’s key concerns Crowding out REPUBLIC OF SOUTH AFRICA (“NT1”) Affordability and management of large debt raising USD 2.6bn Structured Multicurrency ECGD Facility Lack of long-term appetite for South Africa Sole Mandated Lead Arranger Long-term debt exposures And Sole Lender REPUBLIC OF SOUTH AFRICA 2000-2007 Effective strategy for risk management USD 2.6billion Long-term operation of facility Structured Multi-currency Little existing debt for benchmarking and creditworthiness ECGD Facility REPUBLIC OF SOUTH AFRICA (“NT2”) Little experience of accessing the ECA market Sole Mandated Lead Arranger USD 2.6bn Repackaged Key achievements Multicurrency ECGD Facility and Sole Lender Multi currency loan Sole Mandated Lead Arranger 2000-2020 And Sole Lender 2007-2020 Tenor extended beyond OECD rulings (20yr door-to-door) Ability to create tranches within the loan facility Transaction background Ability to proactively manage currency and interest rate exposure NT had a USD 2.6bn procurement programme spanning 14 Loan denominated in gold years No cost of carry Before this deal, the largest transaction concluded by the NT Savings of over USD150m for the NT through the life of the facility, including: had been GBP 300m. This transaction was 9 times larger ■ Interest Rate / FX optionality post signature NT had serious concerns about the size of the transaction and ■ Multi-currency ECA financing its affordability ■ No additional premium paid 14
Bus Rapid Transit 31
Bus Rapid Transit Local Government planning/implementing bus rapid transit projects In most countries that have implemented the bus rapid transit systems, the funding model has been based on the following mix: Municipal Own Revenues National Treasury Grants Private funding Borrowing (loans) Allocations ECA/Commercial banks Municipal bonds Absa currently appointed as Mandated Lead Arranger and ECA Advisor for Rustenburg Local Municipality Absa role in BRT projects: ■ ECA advisor/arranger of funding for vehicles ■ Bridge funding for PTIS grant ■ Hedging of funding for vehicles ■ Automated fare collection systems
Conclusion We are the “GO TO” bank in South Africa: ■ For Public Sector and all your Infrastructure Finance Export Credit Agency backed finance Project Finance Debt Capital Markets Loan capital Markets Risk Management Solutions 33
Thank You- Questions
Disclaimer This brochure/document/material/report/communication/commentary (this commentary) has been prepared by the corporate and investment banking division of Absa Bank Limited – a registered bank in the Republic of South Africa with company registration number: 1986/004794/06 and with its registered office at: Absa Towers West, 15 Troye Street, Johannesburg, Republic of South Africa (Absa). Absa is regulated by the South African Reserve Bank. Absa has issued this commentary for information purposes only and You must not regard this as a prospectus for any security or financial Product or transaction. Absa does not expressly, tacitly or by implication represent, recommend or propose that the securities and/or financial or investment Products or services (the Products) referred to in this commentary are appropriate and/or suitable for Your particular investment objectives or financial situation or needs. 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