Last week, Transnet signed the sale agreement for our interest in the Victoria & Alfred Waterfront in Cape Town, paving the way for a deal that will manifestly transform both the complexion and the structure of the SA economy.
In terms of the deal, the L&R Consortium, a broad spread of local and international investors, will acquire for R7.04-billion in cash the entire issued share capital in the V&A Waterfront, which is held by Transnet Ltd and our three pension funds - the Transnet Second Defined Benefit Fund (TSDBF), Transnet Retirement Fund (TRF) and the Transnet Pension Fund (TPF).
The V&A is essentially a pension-fund members' asset, a point that elevated the significance of value-maximisation in the evaluation criteria.
At R7-billion, this is a magnificent point of exit for all our various stakeholders. That both the price and timing were right is proven by the fact that even the TRF, which had the right of selling or increasing its stake in the V&A, decided to use the opportunity to sell its shares.
The transaction enables all of us to exit from this investment on much better terms. It has considerably widened the scope of investment opportunities for the funds. Simplified, in terms of shareholding, the price works out to the following: Transnet (R1.8-billion); TSDBF (R3.1-billion); TPF (R549-million) and TRF (R1.6-billion).
But the shareholders looked much beyond price and used the V&A transaction as a transformative instrument for the economy: by insisting on black economic empowerment and staff retention proposals from bidders, we have managed to leverage the participation of significant BEE, staff and women's groups in what is arguably the largest real-estate transaction in our country.
More than 25% of the shareholders of the L&R Consortium are from the Western Cape, mostly new players from historically disadvantaged backgrounds. Black staff of the V&A will become part-owners of the company through a trust that gives them a 2% stake.
The new owners of the V&A have agreed not only to protect existing jobs for at least two years, but they have made it clear that they will grow both employment directly and further invest in developing the asset's offerings in coming years.
For Transnet, which has a 26% stake in the V&A, the deal is another step in our transformation to create a focused freight-transport company. Our future focus lies in ports, pipelines and freight rail - not in owning or running mixed-use properties.
This is our rationale for exiting from this investment. As with the sale of our stake in MTN, the mobile phone group, in March, this is less a commentary on the asset as an investment case.
We will use the proceeds of this sale to strengthen our balance sheet as we progressively implement our R64.5-billion investment programme in modernising our locomotive fleet, deepening and widening our ports and building new ports and pipelines to support the robust growth of our economy, whose benefits are shared more widely.
We are heartened to have helped recruit a pair of well-regarded and visionary international investors - the London & Regional Group and Istithmar PJSC.
For the country, this signals cash inflow and transfer of skills and technology as well as confidence in our economic system and its regulatory framework.
As we finalise the sale, it is worth reflecting on the lessons from this transaction. For us, there are a few. Three are worth sharing with readers.
First, the transformation of our economy and country is a business imperative - not an optional extra.
Second, South Africa is among the world's leading trading nations.
And third, there is no replacement for an investment in a world-class sale process that inspires confidence among all the players.
For us, the third is by far the most significant lesson. We spent months preparing an unimpeachable process: the rules (both for bidding procedures and evaluation criteria) were made clear to all upfront; transaction advisers were appointed; sufficient care was taken to ensure that interested parties were defined and protected; and a rigorous set of procedures was drawn up to deal with unavoidable conflicts of interests. Finally, we secured the unconditional buy-in of all interested parties to make certain the investment in processes and systems would work to the greatest effect.
As an additional insurance policy, we then appointed independent firm KPMG - which had unfettered access to the process - to audit governance in its entirety. Consequently, we are confident that the process leading up to Wednesday's announcement of the L&R Consortium as the successful bidder was fair and reasonable.
Of all values, integrity must be the most expensive. Once lost, it is hard, if not impossible, to rebuild.
What we have now is a template of disposing of public assets that can be used everywhere in our country.
? Ramos is group CEO at Transnet and the representative of the current V&A shareholders
Business Times
Publisher: I-Net Bridge
Source: I-Net Bridge

