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3 April 2003
The consortium is led by Saki Macozoma and Moss Ngoasheng of Safika Holdings and Ronnie Ntuli of Nduna Trust and incorporates Simeka as well as an empowerment trust representing broad-based communities from historically disadvantaged backgrounds.
The consortium will own 51% of Andisa Capital and the Standard Bank Group 49%. It is envisaged that an employee incentive scheme will be established for the employees of Andisa Capital. To the extent that the terms of the employee incentive scheme require the issue of shares in Andisa Capital, Standard Bank and the consortium will dilute their shareholdings in Andisa Capital proportionally.
In line with Andisa Capital's skills development strategies and affirmative action plans, the company will continue to be black controlled in terms of ownership and operations.
Standard Bank Deputy Chairman and Nail Chief Executive, Saki Macozoma will be appointed non-executive Chairman, while Ronnie Ntuli will be appointed Chief Executive of Andisa Capital.
"This is a major step forward to black business taking its rightful role as an equal player in the very highest levels of banking," says Macozoma.
Says Jacko Maree, Standard Bank Chief Executive: "The rapid transformation of South Africa's social, political and economic environment requires that business positions itself at the forefront of this process in order to reflect the broader socio-economic changes, while continuing to deliver shareholder value and increasing market share.
"It is our view that transformation is a national and business imperative. Standard Bank is actively involved in the process of transformation to ensure that its subsidiaries and associates support South Africa's socio-economic objectives and participate in the new and exciting challenges and opportunities being presented."
Says Ntuli: "Our vision is to create an independent and diversified investment bank that reflects the demographics of South Africa in its ownership, control and management. Andisa will be seen as a platform for growth through the introduction of additional investment banking businesses. There is a gap in the market for an empowered investment bank that is closely aligned with the objectives of South Africa and has a deep understanding of the broad socio-economic challenges of the country. Andisa also seeks to provide consultancy, advisory and research services to corporates doing business in Africa. Our intention is to build the business into a significant entity over the next few years."
Andisa Capital will acquire from Standard Bank the agency business of SCMB Securities (the bank's stockbroking arm) as well as the bank's treasury outsourcing business, Standard Risk and Treasury Management Services (SRTMS), including its wholly owned subsidiary that recently started operations in Botswana. Andisa will also be establishing private equity and corporate finance divisions.
In the future, Andisa Capital intends to grow organically as well as through the acquisition of businesses that operate in the investment banking arena with the intention of becoming a fully fledged investment bank in the next three to five years. Standard Bank, besides being a key strategic shareholder, will lend its balance sheet to Andisa Capital on a commercial basis in specific deals.
A service level and skills development agreement will be in place to ensure that Andisa Capital has sufficient support from Standard Bank to develop into a fully fledged independent investment banking group. The services that Standard Bank will provide, on arms length terms, include information technology, human resources, risk management and financial management support including management development programmes. Andisa Capital will in turn provide Standard Bank's private bank and SCMB treasury with stockbroking execution services.
Ben Kruger, SCMB Managing Director, says that Standard Bank is committed to the introduction of empowerment at a shareholder level. "We are delighted to be a partner in this exciting venture, in the full knowledge that we will be spawning a competitor. We feel the time is right and that there is a genuine gap in the market to accommodate a competitor like Andisa."
He said that Standard Bank's role in the company would diminish over time. Andisa would, however, remain Standard Bank's empowerment partner of choice in the arena of investment banking.
The consortium
Nduna Trust
Nduna Trust will have a 29% shareholding in the consortium. The Nduna Trust is led by Ronnie Ntuli who through his involvement in a corporate finance advisory business, Nduna Advisory Services (Proprietary) Limited (in which the trust holds a 50% interest), has established himself as a respected advisor to both South African and international corporates and investors on investment strategy in Africa. Ntuli recently completed two terms as President of The Johannesburg Metropolitan Chamber of Commerce and Industry and serves as director on a number of boards.
Safika Holdings
Safika Holdings was established in 1994 by Moss Ngoasheng (executive chairman) and Vuli Cuba (chief executive) to facilitate greater black economic participation in South Africa's economic evolution. In 2001 they were joined by Saki Macozoma who became deputy chair. The company aims to maximise shareholder value by acquiring significant interests in appropriate fields and to ensure economic prosperity through strategic alliances and partnerships in South Africa and elsewhere on the continent. Safika Holdings has interests in media, telecommunications, information technology, real estate, human resources development, financial services and mineral resources. Core to the success of the company is active managerial involvement and the utilisation of its executive skills-base in a number of its investments. In addition to the above-named directors, key board members include chief financial officer, Marc Ber and non-executive directors Richard Chauke and Moses Moselekwa. Safika Holdings' portfolio includes a significant stake in Phaphama Holdings (the controlling entity of New Africa Investments Limited -NAIL), a stake in cellular telephone operator, M-Cell, and LogicalOptions (Pty) Ltd, a human capital management and skills outsourcing company incorporating reputable brands such as Kelly, PAG, Renwick Talent, Renwick Reward, Innstaff and Accountants On Call.
Simeka
Simeka, which will own 10% of the shares in the consortium, is an investment holding company which provides management consulting, training, capacity building, employee benefits solutions, communications, marketing and asset management services to the Government of South Africa, public sector organisations and international agencies.
Broad-based trust
This trust will be created for the benefit of organisations representing broad-based communities from historically disadvantaged backgrounds. The principal beneficiaries of the trust will be disabled people, veterans of the struggle against apartheid, a women's grouping and a finance scholarship trust. This broad-based trust will be the single largest shareholder in the consortium with a 32% shareholding.
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