Private Equity Activity, Growth, and Performance in Morocco Report 2011

Page 1

Private Equity Activity, Growth, and Performance in Morocco Report 2011

Casablanca, March 6, 2012 Private Activity, Growth,Tous and Performance in Morocco - Report 2011 © 2012Equity Grant Thornton. droits réservés

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Table of Contents Sommaire Scope and Methodological Overview Economic and Financial Environment Characteristics of Management Companies Characteristics of Funds Under Management Investments Exits Performance Economic and Social Impact Forecasts Summary Annexes Private Activity, Growth,Tous and Performance in Morocco - Report 2011 © 2012Equity Grant Thornton. droits réservés

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SCOPE AND METHODOLOGICAL OVERVIEW

Scope : The report covers : •  All funds with a local representative office in Morocco •  Funds with an investment strategy involving unlisted companies •  Funds with a limited life cycle •  All sectors except funds dedicated to real estate, infrastructure, and tourism Methodology : •  Data collection was carried out by a survey of 18 management companies, on the basis of their statements •  The amount of funds raised includes only those dedicated to Morocco •  Only investments in Moroccan companies were taken into account •  The IRR corresponds to gross IRR by exit provided by the funds

Private Activity, Growth,Tous and Performance in Morocco - Report 2011 © 2012Equity Grant Thornton. droits réservés

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Table of Contents Sommaire Scope and Methodological Overview Economic and Financial Environment Characteristics of Management Companies Characteristics of Funds Under Management Investments Exits Performance Economic and Social Impact Forecasts Summary Annexes Private Activity, Growth,Tous and Performance in Morocco - Report 2011 © 2012Equity Grant Thornton. droits réservés

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ECONOMIC AND FINANCIAL ENVIRONMENT

In 2011, economic growth slows after a significant rebound in 2010

Evolution of Real GDP Growth

Comments

[%, 2009-2011]

•  In 2010, global real GDP growth recovers and becomes positive (5%) –  The United Nations’ Emerging and Developing Countries record significant growth (3%  7%)

7.3% 6.2% 5.2%

4.9% 3.8% 2.0% 1.6%

4.6%

3.7%

2.8%

09 10 11 -0.7%

09 10 11

09 10 11

•  In Europe, growth declines and reaches 1.6% –  Concerning emerging countries, growth declines approximately 6.2%

09 10 11p

•  In developed countries, growth remains weak, specifically in Europe due to: –  a fragile and weakened financial situation –  unemployment rate –  public finance prospects –  financial sector prospects

-4.2% Worldwide

Europe (EU)

Emerging Countries*

*and developing countries (see detailed list in Annex 2) Data source: International Monetary Fund Private Activity, Growth,Tous and Performance in Morocco - Report 2011 © 2012Equity Grant Thornton. droits réservés

•  In 2011, growth declines slightly globally compared to 2010 and is lower than figures recorded between 2004 and 2007

Morocco**

**2011 estimated data Analysis: International Monetary Fund, World Bank, HSBC

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ECONOMIC AND FINANCIAL ENVIRONMENT

Current uncertainties about the moderate economic growth forecast for 2012 and 2013 History and forecasts for real GDP growth

Comments

[%, 2000-2013p*]

•  For 2012, the majority of developed countries are moving towards austerity measures 6.2%

5.9% 5.4% 4.6% 4.6% 4.9%

3.8%

3.3%

1.6%

3.9%

1.2%

Emerging •  In terms of emerging countries, the Countries** principal financial authorities Morocco*** worldwide have identified a risk Worldwide concerning rising inflation related to

very strong growth Europe (EU)

-0.1%

00

01

02

03

* projected

04

05

06

07

08

09

10

11

12p* 13p*

Forecasts are consequently bearish

***2011 estimated data

**and developing countries Data source: International Monetary Fund

Analysis: International Monetary Fund, World Bank, HSBC

Private Activity, Growth,Tous and Performance in Morocco - Report 2011 © 2012Equity Grant Thornton. droits réservés

•  Significant uncertainty remains concerning the Euro zone’s ability to solve its problems

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ECONOMIC AND FINANCIAL ENVIRONEMENT

2011, a very difficult year for financial markets MSCI Large + Mid Cap Index Start of Greek crisis

220 200 180 160 140 120 100 80 0

The Arab Japan’s Spring earthquake

2nd Greek rescue plan

1st Greek rescue plan

Emerging countries Worldwide Europe Morocco

2009

2010

2011

115 110 105 100 95 90 85

100 20th

February Movement Marrakesh bombing

Morocco

0

2009

2010

2011

Source: MSCI Private Activity, Growth,Tous and Performance in Morocco - Report 2011 © 2012Equity Grant Thornton. droits réservés

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100


ECONOMIC AND FINANCIAL ENVIRONEMENT

Review of financial markets in 2011 •  After a real revitalization in 2010 of financial markets, 2011 is marked by a sharp fall in stock indices, in particular from May forward •  Investor confidence is weak and can be explained by two factors: –  The threat of a new relapse –  The fear of the Euro zone’s collapse (hence a greater impact on the CAC 40) •  Consequently, financial markets have shifted largely towards safe havens like gold and government bonds at the expense of equity markets •  The Casablanca stock market declined over the year. Several factors caused this situation: –  Continuing uncertainty in the global economy –  Multiple Middle East crises and the risk of contagion in Morocco –  Impact of the Marrakech bombing on the tourism industry –  Uncertainty concerning the impact of constitutional reform –  Uncertainty concerning the impact of parliamentary elections

Private Activity, Growth,Tous and Performance in Morocco - Report 2011 © 2012Equity Grant Thornton. droits réservés

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ECONOMIC AND FINANCIAL ENVIRONEMENT

Private equity worldwide Steep decline in capital raised in 2009 and 2010 [Worldwide]

Recovery of investment operations with 2010’s economic rebound [Worldwide]

[Billions USD, 2000-2010]

[Billions USD, 2000-2010]

00

01

02

03

04

05

06

07

08

09

10

00

Source: Preqin, Dealogic Private Activity, Growth,Tous and Performance in Morocco - Report 2011 © 2012Equity Grant Thornton. droits réservés

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01

02

03

04

05

06

07

08

09

10


ECONOMIC AND FINANCIAL ENVIRONEMENT

Strong recovery in exits in 2010 Exit [Divestment] evolution worldwide * [Billions USD 2000-2010]

Q109

00

01

02

03

04

05

06

07

08

09

10

*Excluding bankruptcies Source: Preqin, Dealogic Private Activity, Growth,Tous and Performance in Morocco - Report 2011 © 2012Equity Grant Thornton. droits réservés

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Q209

Q309

Q409

Q110

Q210

Q310

Q410


ECONOMIC AND FINANCIAL ENVIRONEMENT

Dashboard of Moroccan economy Indicator selection

GDP and real GDP growth

Inflation

Unemployment rate

[Billions MAD, %, 2007-2012e*]

[%, 2007-2011]

[%, 2007-2011]

1.000 615

5.6%

500 0

689

764 793 845 4.6% 4.1%

732 4.8%

2.7%

3%

2%

2%

2010

2011

9.8%

9.6%

9.1%

9.1%

8.9%

2007

2008

2009

2010

2011

1%

3.7%

2007 2008 2009 2010 2011e 2012e

GDP

4%

2007

2008

2009

GDP growth

Household Consumption

Direct Foreign Investment

Business Climate

[Billions MAD, 2007-2011e*]

[Billions MAD, 2007-2011e*]

Business confidence index (ODE)

+7%

38

360

400

418

2007

2008

2009

438

467

2010

2011e*

Extrapolated (07-10 base) Household final consumption expenditure Source: High Commissioner for Planning (HCP), Ministry of Economy and Finance (MEF), Foreign Exchange Office (OC) Private Activity, Growth,Tous and Performance in Morocco - Report 2011 © 2012Equity Grant Thornton. droits réservés

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2007

2008

25

2009

Privatization-related DFI

32

-35%

21

2010

2011e*

Q1-10 Q2-10 Q3-10 Q4-10 Q1-11 Q2-11 Q3-11 Q4-11

DFI (total)

2011e*: estimated figures based on the first 3 quarters 2011 2012e*: nominal GDP estimated on the basis of 07-11 CAGR, real GDP growth estimated by HCP 11


Table of Contents Sommaire Scope and Methodological Overview Economic and Financial Environment Characteristics of Management Companies Characteristics of Funds Under Management Investments Exits Performance Economic and Social Impact Forecasts Summary Annexes Private Activity, Growth,Tous and Performance in Morocco - Report 2011 © 2012Equity Grant Thornton. droits réservés

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CHARACTERISTICS OF MANAGEMENT COMPANIES

19 management companies were in existence at the end of 2011.

No new companies were created in 2011. Amundi was taken over by Abraaj Capital. Management companies have, on average, a staff of 5 people, 3.5 of whom are in professional functions

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CHARACTERISTICS OF MANAGEMENT COMPANIES

Distribution of capital

Financial institutions Insurance companies Management teams Other* Caisse de dépôt** Individuals

*Other: Funds of funds + private holdings + government entities Scope: 18 management companies, excluding PEI

**Caisse de dépôt: state pension/asset management entity

•  Following the international trend, management teams’ share increased: 23% at the end of 2010 compared to 26% at the end of 2011 •  Moreover, there is a decline in financial institutions’ share and growth on the part of individuals

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CHARACTERISTICS OF MANAGEMENT COMPANIES

Organization of investment committees and management type

Non-discetionary

Discretionary management corresponds to an internal investment committee only organization. The investment decision rests entirely with the management team.

Private Activity, Growth,Tous and Performance in Morocco - Report 2011 © 2012Equity Grant Thornton. droits réservés

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Table of Contents Sommaire Scope and Methodological Overview Economic and Financial Environment Characteristics of Management Companies Characteristics of Funds Under Management Investments Exits Performance Economic and Social Impact Forecasts Summary Annexes Private Activity, Growth,Tous and Performance in Morocco - Report 2011 © 2012Equity Grant Thornton. droits réservés

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CHARACTERISTICS OF FUNDS UNDER MANAGEMENT

At the end of 2011, there were 34 funds: •  Reintegration of MIF (2006) •  Creation of IDRAJ funds by CFG (2011) •  Creation of MPEF III by Maroc Invest (2011)

LEGAL FORMS OF FUNDS 2

7

25 funds

By number of funds

SA SAS SA

SA: Société Anonyme, roughly equivalent to a corporation SCA: Société en Commandite par Actions, roughly equivalent to a limited share partnership

SAS: Société par Actions Simplifée, roughly equivalent to a limited liability company (LLC) OPCR: a new legal vehicle for private equity funds in Morocco, created by Law 41-05

Since 2006, the legal forms of funds have diversified: SA, foreign form for funds domiciled outside Morocco, SAS and SCA. No funds have yet been established as an OPCR, even though several management companies have received approval Private Activity, Growth,Tous and Performance in Morocco - Report 2011 © 2012Equity Grant Thornton. droits réservés

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CHARACTERISTICS OF FUNDS UNDER MANAGEMENT

Contribution level from parent companies

En nombre

Contribution to the managed funds from the parent company of “less than 10%” increased (from 50 % to 55%): demonstrating an increase in the funds self-reliance

Private Activity, Growth,Tous and Performance in Morocco - Report 2011 © 2012Equity Grant Thornton. droits réservés

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CHARACTERISTICS OF FUNDS UNDER MANAGEMENT

Amounts raised Amounts raised by year* (in MAD million)

Amonts raised by fund vintage (in MAD million)

2883

Moroccan funds Regional funds

1999 and earlier

Between 2000 and 2005

Between 2006 and 2011

*Note several correctives compared to previous reports: reintegration of MIF, downward revision of Morocco’s estimated share for certain regional funds

In 2011, fundraising (new funds and new closings) totaled MAD 480 million, a decline compared to 2010 At the end of 2011 with respect to the cumulative total, all funds raised amounted to nearly MAD 8 billion but the funds actually available * amounted to MAD 3.9 billion *after removal of amounts raised by funds in the exit phase and removal of investments made by funds in the investment phase Private Activity, Growth,Tous and Performance in Morocco - Report 2011 © 2012Equity Grant Thornton. droits réservés

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CHARACTERISTICS OF FUNDS UNDER MANAGEMENT

Country of Domiciliation of Funds

4% 5% 6% 6%

4%

By capital raised France

49%

26%

Spain Scotland

100%

Luxembourg Mauritius 52%

45%

Morocco Jersey

1999 and earlier

Between 2000 and 2005

Between 2006 and 2011

Almost half the funds are domiciled overseas, leading with Mauritius and followed by Scotland, Luxembourg, Spain and France Private Activity, Growth,Tous and Performance in Morocco - Report 2011 © 2012Equity Grant Thornton. droits réservés

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CHARACTERISTICS OF FUNDS UNDER MANAGEMENT

Type of funds: general or sectoral

By capital raised Sectoral General

More than MAD 1 billion were raised by sectoral funds (mainly agribusiness, ICT and health)

Private Activity, Growth,Tous and Performance in Morocco - Report 2011 © 2012Equity Grant Thornton. droits réservés

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CHARACTERISTICS OF FUNDS UNDER MANAGEMENT

Priority investment areas

By number of funds MOROCCO

Regions in Morocco Morocco Maghreb Africa

1999 and earlier

Between 2000 and 2005

Between 2006 and 2011

Since 2006, regional funds have arrived targeted at the Maghreb and Africa and a portion of such funds allocated to Morocco Private Activity, Growth,Tous and Performance in Morocco - Report 2011 © 2012Equity Grant Thornton. droits réservés

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CHARACTERISTICS OF FUNDS UNDER MANAGEMENT

Capital raised by investor type By capital raised Private holdings Caisse de dépôt*

Caisse de dépôt* Other**

Other** International Development Finance Institutions Financial institutions

*Caisse de dépôt: state pension/asset management entity **Other: local governmental entities, individuals, Moroccan State offices, pension funds, funds of funds, investment companies

The share of financial institutions (including insurance companies) and that of development finance institutions has risen sharply since 2006 and represents more than two-thirds of investors Private Activity, Growth,Tous and Performance in Morocco - Report 2011 © 2012Equity Grant Thornton. droits réservés

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CHARACTERISTICS OF FUNDS UNDER MANAGEMENT

Capital raised by investor nationality

By capital raised EU

Morocco

Other countries

Foreign investors account for over 50% of funds raised including the European Union, in the lead, and other countries such as Kuwait, the UAE, Saudi Arabia, the United States, countries in the MENA region

Private Activity, Growth,Tous and Performance in Morocco - Report 2011 © 2012Equity Grant Thornton. droits réservés

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Table of Contents Sommaire Scope and Methodological Overview Economic and Financial Environment Characteristics of Management Companies Characteristics of Funds Under Management Investments Exits Performance Economic and Social Impact Forecasts Summary Annexes Private Activity, Growth,Tous and Performance in Morocco - Report 2011 © 2012Equity Grant Thornton. droits réservés

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INVESTMENTS

Evolution of invested and reinvested funds

Invested funds (total in MAD millions)

Reinvested funds (in MAD millions)

2011 investments represent MAD 344 million, slightly lower compared to 2010: there were 16 investments and 7 reinvestments. Total investments at the end of 2011 amounted to MAD 3.3 billion

Private Activity, Growth,Tous and Performance in Morocco - Report 2011 © 2012Equity Grant Thornton. droits réservés

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INVESTMENTS

Invested companies by development phase By Encapital valeur invested

Bynombre number of En companies 1%

2010

6%

Seed

Seed

Buy-out

Buy-out

Turnaround

Turnaround

Venture

Venture

Growth

Growth

2011

2011

2010

By Encapital valeur invested

4% 3%

Seed Venture Turnaround Buy-out Growth

Between 2000 and 2005

Between 2006 and 2011

Since 2010, there has been a strong growth in the number of seed and venture phase investments. In terms of amount invested, growth phase investments remain predominant Private Activity, Growth,Tous and Performance in Morocco - Report 2011 © 2012Equity Grant Thornton. droits réservés

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INVESTMENTS

Investments by sector

11%

23%

12%

8% 3%

13%

By capital invested Construction industry by vintage year

12%

25% 27% 33%

11% 9% 5%

Between 2000 and 2005 Between 2006 and 2011

2010/2011 by capital invested

Chemical industry Construction industry Chemical Primary sector industry Primary sector Automobile industry Automobile industry Agribusiness Agribusinessindustry industry Service sector Service sector Distribution and commerce Other industries Distribution and commerce ICT Other industries Service sector ICT

Greater growth is noted in investments in Service, Construction and Agribusiness sectors

Private Activity, Growth,Tous and Performance in Morocco - Report 2011 © 2012Equity Grant Thornton. droits réservés

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Construction industry Construction industry Agribusiness industry Chemical industry Primary sector Automobile industry


INVESTMENTS

Location of invested companies By Encapital valeur invested Tangier - Tetouan Rabat-Salé-Zemmour-Zaer Fez-Boulemane Other regions Casablanca

Between 2000 and 2005

Between 2006 and 2011

Since 2006, there is increasing investment in new areas: Rabat-Salé, Tangier, Fez and Eastern regions

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INVESTMENTS

Breakdown of enterprises by investment method

By capital invested Equity & Quasi Equity

Straight Equity

Between 2000 and 2005

Between 2006 and 2011

Straight equity investment continues to dominate

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INVESTMENTS

Breakdown of enterprises by transaction size and by capital acquired

9.8%

By number of transactions (in MAD millions)

Less than 5%

More than 50

59.0%

40 to 50

Between 5% and 34%

30 to 40

Between 34% and 50%

20 to 30

Between 50% and 67%

10 to 20

19.7%

0 to 10 3.3%

Between 2000 and 2005

By number of transactions (in amount of capital acquired)

Between 2006 and 2011

More than 67%

8.2%

Between 2000 and 2005

Between 2006 and 2011

Transactions of more than 50 million are rising sharply. Acquisition of majority equity stakes continues to increase (36% for second generation funds)

Private Activity, Growth,Tous and Performance in Morocco - Report 2011 © 2012Equity Grant Thornton. droits réservés

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Table of Contents Sommaire Scope and Methodological Overview Economic and Financial Environment Characteristics of Management Companies Characteristics of Funds Under Management Investments Exits Performance Economic and Social Impact Forecasts Summary Annexes Private Activity, Growth,Tous and Performance in Morocco - Report 2011 © 2012Equity Grant Thornton. droits réservés

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EXITS

Evolution of exits Amounts exited

The last two years were marked by significant exits (more than MAD 500 million) due to the maturity of the first generation funds. The total amount of exits totaled MAD 1.6 billion at the end of 2011 Private Activity, Growth,Tous and Performance in Morocco - Report 2011 © 2012Equity Grant Thornton. droits réservés

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EXITS

Breakdown by exit type

By capital returned

By number Management

Management

Listing (IPO)

75%

Listing (IPO)

Industrials (trade sales)

Industrials (trade sales)

Private equity buyer

Private equity buyer

Refinancing

Refinancing 19%

Write-downs and write-offs

In 2011 there were 10 exits, with JetAlu and S2M IPOs of significant value

Private Activity, Growth,Tous and Performance in Morocco - Report 2011 © 2012Equity Grant Thornton. droits réservés

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Write-downs and write-offs


Table of Contents Sommaire Scope and Methodological Overview Economic and Financial Environment Characteristics of Management Companies Characteristics of Funds Under Management Investments Exits Performance Economic and Social Impact Forecasts Summary Annexes Private Activity, Growth,Tous and Performance in Morocco - Report 2011 © 2012Equity Grant Thornton. droits réservés

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PERFORMANCE

Weighted average IRR by investment stage

Seed/Venture

Growth

Buy-out

Based on all exits through year-end 2011, the overall weighted average IRR is 20%. Note that the IRRs from investments with a duration of less than 1 year and IRRs of partial exits were not taken into account Private Activity, Growth,Tous and Performance in Morocco - Report 2011 © 2012Equity Grant Thornton. droits réservés

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PERFORMANCE

Average (unweighted) IRR by quartile

1st Quartile

2nd Quartile

3rd Quartile Average IRR= 20 %

4th Quartile Median = 12 %

The most successful exits (4th quartile) reflect an average performance of 42%

Private Activity, Growth,Tous and Performance in Morocco - Report 2011 © 2012Equity Grant Thornton. droits réservés

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Table of Contents Sommaire Scope and Methodological Overview Economic and Financial Environment Characteristics of Management Companies Characteristics of Funds Under Management Investments Exits Performance Economic and Social Impact Forecasts Summary Annexes Private Activity, Growth,Tous and Performance in Morocco - Report 2011 © 2012Equity Grant Thornton. droits réservés

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ECONOMIC AND SOCIAL IMPACT

Evolution of invested companies sales by development stage

CAGR*

18.76%

* Compounded annual growth rate

Seed/Venture

Growth

Buy-out

Companies in the seed stage and in the process of being established showed the highest rate of sales growth. On average for invested companies, the sales growth rate is 19%, down compared to the 2010 Report (26%) Private Activity, Growth,Tous and Performance in Morocco - Report 2011 © 2012Equity Grant Thornton. droits réservés

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ECONOMIC AND SOCIAL IMPACT

Sales growth by sector

Other industries

Construction industry

Agribusiness industry

Distribution and commerce

Service sector

Sectors with the strongest growth: construction, agribusiness, and ICT

Private Activity, Growth,Tous and Performance in Morocco - Report 2011 © 2012Equity Grant Thornton. droits réservés

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ICT


ECONOMIC AND SOCIAL IMPACT

Employment growth in invested companies Annual employment growth in invested companies by development stage between 2005 and 2011

CAGR = 11 %

Seed/Venture

Growth

Buy-out

On average in 2011, employment growth is 11%, down compared to 2010 (15%)

Private Activity, Growth,Tous and Performance in Morocco - Report 2011 © 2012Equity Grant Thornton. droits réservés

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ECONOMIC AND SOCIAL IMPACT

Evolution of companies CSR

Existence of an annual training plan At investment Today

Existence of a Strategic Workforce Plan

Existence of a code of ethics At investment

At investment

Today

Today

Existence of social action plan

Existence of action plan for environmental protection

(community actions to fight poverty, illiteracy, and to support local employment, etc.)

At investment

At investment

Today

Private Activity, Growth,Tous and Performance in Morocco - Report 2011 © 2012Equity Grant Thornton. droits réservés

Today

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ECONOMIC AND SOCIAL IMPACT

Evolution of corporate governance Existence of oversight committees

Existence of company audit

(steering committee, audit committee, management committee, etc.)

At investment

At investment

Today

Today

Existence of performance indicators

Existence of reporting tools At investment

At investment

Today

Today

Existence of policies on defining and monitoring budgets At investment

The impact on governance is very high: almost all invested companies are at levels close to 100%

Today

Private Activity, Growth,Tous and Performance in Morocco - Report 2011 © 2012Equity Grant Thornton. droits réservés

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Table of Contents Sommaire Scope and Methodological Overview Economic and Financial Environment Characteristics of Management Companies Characteristics of Funds Under Management Investments Exits Performance Economic and Social Impact Forecasts Summary Annexes Private Activity, Growth,Tous and Performance in Morocco - Report 2011 © 2012Equity Grant Thornton. droits réservés

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FORECASTS

What will be the 3 main challenges in 2012 ?

When will fundraising for a new fund commence ?

Manage under-performing companies H1 2012

Fundraise

H2 2012 H1 2013

Identify exits

H2 2013 Not planned

Invest in new companies

Private Activity, Growth,Tous and Performance in Morocco - Report 2011 © 2012Equity Grant Thornton. droits réservés

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FORECASTS

When has the exit been planned for the majority of portfolio companies ?

Which aspects of the general context in the Maghreb might impact business activities in the short-term ?

Fundraising Profitability of portofolio companies

H1 2012 H2 2012 H1 2013 H2 2013

Exit opportunities

Not planned

New investments Evaluation of portfolio companies

Private Activity, Growth,Tous and Performance in Morocco - Report 2011 © 2012Equity Grant Thornton. droits réservés

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FORECASTS

For regional funds, in which countries will investments be made in either equal or greater amounts ?

Algeria Morocco Tunisia Egypt Sub-Saharan Africa

Private Activity, Growth,Tous and Performance in Morocco - Report 2011 © 2012Equity Grant Thornton. droits réservés

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FORECASTS

In which sectors will investments be contemplated, in either equal or greater amounts, in the next 5 years ?

In which areas will investments be contemplated, in either equal or greater amounts, in the next 5 years ?

Agribusiness Health Service

Casablanca

ICT

Rabat

Consumer goods

Tangier

Automobile

Marrakech

Distribution

Agadir

Energy

Oujda

Transportation and logistics

Fez

Construction

Laayoune

Telecommunication Holiday real estate

Private Activity, Growth,Tous and Performance in Morocco - Report 2011 © 2012Equity Grant Thornton. droits réservés

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Table of Contents Sommaire Scope and Methodological Overview Economic and Financial Environment Characteristics of Management Companies Characteristics of Funds Under Management Investments Exits Performance Economic and Social Impact Forecasts Summary Annexes Private Activity, Growth,Tous and Performance in Morocco - Report 2011 © 2012Equity Grant Thornton. droits réservés

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SUMMARY

Key figures •  Number of funds: 34, managed by 17 management companies •  Funds raised year-end 2011 in total : MAD 8 billion •  Funds Available: MAD 3.9 billion •  Investment: MAD 3.3 billion •  Fundraising and investments declined in 2011 vs. 2010 •  Exits in total : MAD 1.6 billion •  Average IRR per exit : 20% •  Number of invested companies: 135 companies (15 co-invested) •  Number of exited companies: 45 companies •  Significant exists in 2010/2011, in particular IPOs Trends •  Sectoral and regional investment expansion •  Growth in seed/venture stage investments •  Strong commitment by the investment funds to support the invested companies, resulting in a remarkable economic, social and environmental development •  Plans for new funds in 2012 for half the management companies

Private Activity, Growth,Tous and Performance in Morocco - Report 2011 © 2012Equity Grant Thornton. droits réservés

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Table of Contents Sommaire Scope and Methodological Overview Economic and Financial Environment Characteristics of Management Companies Characteristics of Funds Under Management Investments Exits Performance Economic and Social Impact Forecasts Summary Annexes Private Activity, Growth,Tous and Performance in Morocco - Report 2011 © 2012Equity Grant Thornton. droits réservés

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ANNEX 1 List of management companies and funds included in the report

ABRAAJ ALMAMED ATLAMED ATTIJARI INVEST AUREOS CAPITAL AZUR PARTNERS CDG CAPITAL PRIVATE EQUITY CFG CAPITAL CAPITAL INVEST DAYAM SA FIROGEST HOLDAGRO SA MAROC INVEST MITC CAPITAL PRIVATE EQUITY INITIATIVES-­‐PEI* RIVA Y GARCIA UPLINE INVESTMENTS VALORIS* VIVERIS ISTITHMAR

Al Kantara LP*** Massinissa Massinissa Luxembourg AM Invest Morocco** Agram Invest Igrane** Moroccan Infrastructure Fund** Aureos Africa Fund Africa Health Fund Nebetou Fund Accès Capital Atlantique** Fonds Sindibad** Cap Mezzanine CFG Développement** IDRAJ Capital Morocco** Capital North Africa Venture Fund Fonds Dayam FIRO Targa MPEF I et Afric Invest I** MPEF II **et Afric Invest II MPEF III Maroc Numeric Fund Mediterrania Upline Technologies** Upline Investment Fund Fond Moussahama I **et II OCP Innovation Fund for Agriculture (OIFFA) Altermed Maghreb

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* Funds not yet closed ** Funds in exit phase *** Fund data for Kantara Maroc managed by Amundi in France were kept in the Report


ANNEX 2

List of “emerging and developing countries”, according to the IMF

This category contains 150 countries: Republic of Afghanistan, Albania, Algeria, Angola, Antigua and Barbuda, Argentina, Armenia, Azerbaijan, The Bahamas, Bahrain, Bangladesh, Barbados, Belarus, Belize, Benin, Bhutan, Bolivia, Bosnia and Herzegovina, Botswana, Brazil, Brunei Darussalam, Bulgaria, Burkina Faso, Burundi, Cambodia, Cameroon, Cape Verde, Central African Republic, Chad, Chile, China, Colombia, Comoros, Democratic Republic of Congo, Republic of Congo, Costa Rica, Côte d'Ivoire, Croatia, Djibouti, Dominica, Dominican Republic, Ecuador, Egypt, El Salvador, Equatorial Guinea, Eritrea, Ethiopia, Fiji, Gabon, The Gambia, Georgia, Ghana, Grenada, Guatemala, Guinea, Guinea-Bissau, Guyana, Haiti, Honduras, Hungary, India, Indonesia, Islamic Republic of Iran, Iraq, Jamaica, Jordan, Kazakhstan, Kenya, Kiribati, Kosovo, Kuwait, Kyrgyz Republic, Lao People's Democratic Republic, Latvia, Lebanon, Lesotho, Liberia, Libya, Lithuania, Former Yugoslav Republic of Macedonia, Madagascar, Malawi, Malaysia, Maldives, Mali, Mauritania, Mauritius, Mexico, Moldova, Mongolia, Montenegro, Morocco, Mozambique, Myanmar, Namibia, Nepal, Nicaragua, Niger, Nigeria, Oman, Pakistan, Panama, Papua New Guinea, Paraguay, Peru, Philippines, Poland, Qatar, Romania, Russia, Rwanda, Samoa, São Tomé and Príncipe, Saudi Arabia, Senegal, Serbia, Seychelles, Sierra Leone, Solomon Islands, South Africa, Sri Lanka, St. Kitts and Nevis, St. Lucia, St. Vincent and the Grenadines, Sudan, Suriname, Swaziland, Syrian Arab Republic, Tajikistan, Tanzania, Thailand, Democratic Republic of Timor-Leste, Togo, Tonga, Trinidad and Tobago, Tunisia, Turkey, Turkmenistan, Tuvalu, Uganda, Ukraine, United Arab Emirates, Uruguay, Uzbekistan, Vanuatu, Venezuela, Vietnam, Republic of Yemen, Zambia, and Zimbabwe.

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ANNEX 3

Constituents of MSCI indices measuring stock market performance Constituents of the Emerging Markets index • BRAZIL • CHILE • CHINA • COLOMBIA • CZECH REPUBLIC

• EGYPT • HUNGARY • INDIA • INDONESIA • KOREA

Constituents of the Europe index • AUSTRIA • BELGIUM • DENMARK

• MALAYSIA • MEXICO • MOROCCO • PERU • PHILIPPINES • POLAND • RUSSIA • SOUTH AFRICA • TAIWAN • THAILAND • TURKEY

• FINLAND • FRANCE • GERMANY

• GREECE • IRELAND • ISRAEL • ITALY • NETHERLANDS • NORWAY • PORTUGAL • SPAIN • SWEDEN • SWITZERLAND • UNITED KINGDOM

Constituents of the World index 24 developed markets • AUSTRALIA • AUSTRIA • BELGIUM • CANADA • DENMARK • FINLAND

• FRANCE • GERMANY • GREECE • HONG KONG • IRELAND • ISRAEL

21 developing markets • BRAZIL • CHILE • CHINA • COLOMBIA • CZECH REPUBLIC • EGYPT

• ITALY • JAPAN • NETHERLANDS • NEW ZEALAND • NORWAY • PORTUGAL • SINGAPORE • SPAIN • SWEDEN • SWITZERLAND • THE • UNITED KINGDOM • USA

Private Activity, Growth,Tous and Performance in Morocco - Report 2011 © 2012Equity Grant Thornton. droits réservés

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• HUNGARY • INDIA • INDONESIA • KOREA • MALAYSIA • MEXICO

• MOROCCO • PERU • PHILIPPINES • POLAND • RUSSIA • SOUTH AFRICA • TAIWAN • THAILAND •  TURKEY


ANNEX 4

MOROCCAN PRIVATE EQUITY ASSOCIATION (AMIC)

FIDAROC GRANT THORNTON

Founded in 2000, AMIC is an independent professional association whose mission is to unite, represent and promote the private equity profession to local and international investors, entrepreneurs and governmental bodies.

The firm belongs to the Grant Thornton International network: • A global leader in consulting and auditing • Grant Thornton International includes more than 27,000 employees in nearly 120 countries • Grant Thornton France is the official partner for the activity report of the French private equity players.

AMIC's main mission is to strengthen the private equity industry’s competitiveness in Morocco and abroad through:

Fidaroc Grant Thornton operates in the following areas: • Auditing-Statutory Auditor • Company valuation and acquisition and divestment audits (due diligence) • Advisory work on corporate performance, organization and information systems • Executing sectoral reports and benchmarking • Supporting certification projects (customs classification and corporate social responsibility) • Training in management and financial management • Business Risk Services (risk management, risk mapping) • Support companies in adopting IFRS standards.

• Effective and clear communication on the private equity industry • Executing reliable reports and surveys on the state of private equity in Morocco • Active participation in discussions on any draft law regulating the sector • Establishing a good governance and ethics code for the private equity industry and promoting compliance with such code • Providing support services to members on regulatory issues related to the profession • Development of a quality training program on all aspects of the private equity industry Private Activity, Growth,Tous and Performance in Morocco - Report 2011 © 2012Equity Grant Thornton. droits réservés

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© 2012 Grant Thornton. Tous droits réservés

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