SENS PDF DownloadRESULTS FOR the YEAR ENDED 30 JUNE 2020,AVAILABILITY OF AUDITED AFS, ANDNOTICE OF AGM INTRODUCTIONEPE Capital Partners Ltd is an investment company, registered and incorporated in Mauritius as a public company. It is listed on the Johannesburg Stock
Exchange (“JSE”) and offers shareholders long-term capital appreciation by making commitments and investments into Funds or Co-Investments that are managed
by Ethos Private Equity (Pty) Limited (“Ethos”), providing the Company with largely indirect exposure to a diversified portfolio of unlisted private equity
type investments (“Portfolio Companies”). The Group’s performance is largely measured by the growth in the net asset value (“NAV”) and NAV per share (“NAVPS”).
THE ADVISOR: ETHOSEthos acts as Ethos Capital’s Investment Advisor. In addition, Ethos is the Manager of the Funds that Ethos Capital invests in. Ethos is an investment firm
that manages investments in private equity and mezzanine transactions in South Africa and other sub-Saharan African countries. Ethos has a 36-year history
and an unparalleled record of successful, sustainable investing across economic and political cycles that has delivered 97 realised investments at a 36%
gross IRR and a 2.7x multiple of cost.
RESULTS ANNOUNCEMENT
Key highlights– R0.75 billion fully underwritten Rights Issue and R0.7 billion loan facility concluded.
– R1.3 billion invested during the year, including investment in Brait.
– R1.9 billion carrying value of invested capital and total assets, with exposure to 22 Portfolio Companies.
– NAVPS at 30 June 2020 of R6.65, at Brait’s share price.
– The equivalent NAVPS that is based on Brait’s last reported NAVPS (at 31 March 2020), is R9.12.
Overview2020 has been a year of two halves – both challenging – but for different reasons. The economic outlook in South Africa faced significant structural and
growth impediments during the first part of the year. Consumer sentiment and business confidence remained at multi-decade lows, GDP growth rates continued
to be significantly below market expectations and unexpected load shedding further influenced confidence.
With that backdrop, Ethos Capital achieved a steady performance during the first part of the year to February 2020, evidenced by increased valuations on
key Portfolio Companies. It completed a R700 million loan facility and a R750 million fully underwritten Rights Issue in February 2020, with the proceeds
used to Fund a R1.03 billion investment into Brait SE (“Brait”) for an effective 9.8% stake. A further R0.24 billion was invested into existing
investments, bringing invested capital to R2.7 billion. In March 2020, Ethos was appointed as the advisor to the Brait Board which has adopted a strategy
of realising value from its existing investments. Since Ethos took over, Brait has sold two of its six Portfolio Companies and realised over R3.0 billion.
Performance during the second part of the year was significantly impacted by the unprecedented outbreak of the COVID-19 pandemic. Lockdowns imposed by
governments have curtailed consumer spend, significantly reduced production capacity and output and resulted in the largest global contraction in GDP.
With 18 out of the 22 Portfolio Companies being closed during the lockdown, the unlisted portfolio’s short-term profitability was severely impacted and the
peer group multiples on which their valuations are based declined significantly, resulting in the implied EV/maintainable EBITDA valuation multiple
decreasing to 7.0x (30 June 2019: 7.5x). Furthermore, the share prices of the listed portfolio, consisting of Brait and MTN Zakhele Futhi, reduced by 58%
and 23% over the latter part of the year.
At 30 June 2020, Ethos Capital’s reported NAVPS, which is based on the respective listed investments’ share prices at 30 June 2020, was R6.65 per share.
The equivalent NAVPS that is based on Brait’s last reported NAVPS at 31 March 2020, is R9.12.
The impact of COVID-19 is likely to be felt for some time. The Board believes that it is unlikely that there will be a material improvement in the
macroeconomic outlook for South Africa in the next 12 months. The pandemic has resulted in a significant refocus on operational efficiencies at all of the
Portfolio Companies which is likely to benefit these companies when the macroeconomic outlook improves.
FINANCIAL POSITION AND INVESTMENT PORTFOLIO
EXTRACT OF STATEMENT OF FINANCIAL POSITION
| Group 30 June 2020 R’million | Group 30 June 2019 R’million | Company 30 June 2020 R’million | Company 30 June 2019 R’million |
ASSETS | | | | |
Non-current assets Unlisted investments at fair value Current Assets TOTAL ASSETS | 1,891.7 13.4 1,905.1 | 1,427.3 501.3 1,928.6 | 1,891.7 12.9 1,904.6 | 1,427.3 500.8 1,928.1 |
| | | | |
EQUITY AND LIABILITIES Total Ordinary shareholders’ equity Non-current liabilities Current liabilities Total Liabilities TOTAL EQUITY AND LIABILITIES | 1,711.8 184.9 8.4 193.3 1,905.1 | 1,785.5 135.5 7.6 143.1 1,928.6 | 1,856.2 40.0 8.4 48.4 1,904.6 | 1,920.5 – 7.6 7.6 1,928.1 |
| | | | |
NET ASSET VALUE Basic Net Asset Value per share (Rand) Attributable shares in issue (‘000) | 1,711.8 6.65 257,500 | 1,785.5 11.34 157,500 | 1,856.2 6.85 271,000 | 1,920.5 11.23 171,000 |
INVESTMENT PORTFOLIO – AT 30 JUNE 2020 |
Name | Valuation R’million | % of total assets |
Primary/Secondary Investments Ethos Fund VII Ethos Mid Market Fund I Ethos Healthcare Platform Ethos Ai Fund I Ethos Fund VI Ethos Mezzanine Partners 3 | 667.7 390.8 116.8 112. 47.8 22.8 | 35.0 20.5 6.1 5.9 2.6 1.2 |
| | |
C0-Investments Brait Channel VAS Investments Ltd BVI Primedia Holdings (Pty) Ltd/Ster Kinekor Theatres (Pty) Ltd Kevro Holdings (Pty) Ltd | 250.8 127.3 94.0 61.0 1 891.7 | 13.2 6.7 5.0 3.2 99.3 |
TOP 10 UNDERLYING PORTFOLIO COMPANIES – AT 30 JUNE 2020 |
Name | Business Description | Year* | % of Total Assets |
Channel VAS Virgin Active (Brait) Echo Premier (Brait) Vertice Kevro Synerlytic Primedia Gammatek TymeBank
Other (12 Portfolio Companies) Total underlying investments | FinTech service provider Health club operator Corporate ISP FMCG manufacturer MedTech Corporate Clothing and gifting Specialised analytical and testing services Media TMT accessory distribution Banking
| 2018 2020 2018 2020 2018 2017 2019 2017 2018 2019
| 28.8 12.8 9.3 8.3 8.1 6.1 6.0 4.4 3.8 2.1 89.7 9.6 99.3 |
* Initial acquisition date by Ethos Fund |
RESPONSIBILITY STATEMENTThis short-form announcement is the responsibility of the Directors of Ethos Capital and is only a summary of the information in the full announcement and
does not contain full or complete details. The announcement is itself not audited but extracted from audited results. Any investment decision should be
based on the full announcement which is available from today at:
https://senspdf.jse.co.za/documents/2020/JSE/ISSE/EPEE/EPECAP0620.pdf
and is published on the Company’s website at:
https://ethoscapital.mu/investors/reports-results/
Copies of the full announcement may also be requested from the Company Secretary (represented by Mr Ravi Cunnoosamy) at no charge at +230 (0) 403 6000,
during office hours, or at ethoscapital@ocorian.com.
PRESENTATIONEthos Capital will host a webcast presentation at 10h00 am on Monday 28 September 2020 covering the results relating to the year ended 30 June 2020, and
outlook. A copy of the presentation is available for download on the Company’s website at https://ethoscapital.mu/investors/reports-results/
Participants should please register for the webcast in advance by navigating to this website:
https://www.diamondpass.net/7970996
AVAILABILITY OF ANNUAL FINANCIAL STATEMENTSThe Annual Financial Statements for the year ended 30 June 2020, the Integrated Annual Report, the Notice of Annual General Meeting and the auditor’s
unmodified report including their identified key audit matters, have all been published on the Company’s website and the document is available at
https://ethoscapital.mu/investors/reports-results/ or can be obtained or requested from the Company’s registered office.
The Integrated Annual Report, Annual Financial Statements and the Notice of the Annual General Meeting will be distributed on 15 October 2020.
NOTICE OF ANNUAL GENERAL MEETINGNotice is hereby given that the Annual General Meeting of Ethos Capital shareholders will be held on 17 November 2020 at 14h00 via a remote interactive
electronic platform, to transact the business as stated in the Annual General Meeting Notice forming part of the Integrated Annual Report and Annual
Financial Statements.
SALIENT DATES Record date to determine which shareholders are entitled to receive the notice of annual general meeting Last day to trade in order to be eligible to attend and vote at the annual general meeting Record date to determine which shareholders are entitled to attend and vote at the annual general meeting Forms of proxy for the annual general meeting to be lodged by 14h00 on*, for administrative purposes | 2020 Friday, 9 October Tuesday, 3 November Friday, 6 November Friday, 13 November |
* any proxies not lodged by this time must be lodged by email to proxy@computershare.co.za immediately prior to the commencement of the Annual General Meeting.
CORPORATE INFORMATIONDirectorsYvonne Stillhart (Chairperson)
Derek Prout-Jones
Kevin Allagapen
Michael Pfaff
Yuvraj Juwaheer
Senior Advisors (Officers)Jean-Pierre van Onselen (CFO)
Peter Hayward-Butt (CEO)
Investment AdvisorEthos Private Equity (Pty) Limited
35 Fricker Road
Illovo
Johannesburg, 2196
Company Secretary and Registered OfficeOcorian
6th Floor, Tower A,
1 Cybercity
Ebene
Mauritius
AuditorsDeloitte & Touche
Level 7, Standard Chartered Tower
19 Cybercity
Ebene
Mauritius
Deloitte & Touche5 Magwa Crescent
Waterfall City
Johannesburg, 2090
ListingJSE Limited
Abbreviated name: ETHOSCAP
JSE code: EPE
Sector: Financials – Equity Investment Instruments
Transfer SecretaryComputershare Investor Services Proprietary Limited
15 Biermann Avenue
Rosebank, 2196
SponsorRand Merchant Bank (A division of FirstRand Bank Limited)
1 Merchant Place
Cnr Fredman Drive & Rivonia Road, Sandton, 2196