Solon Property Partners -- Proof 2

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SOLON PROPERTY PARTNERS Annual Report 2018


COMPANY NAME Solon Property Partners Limited Registered Number 122224 Number of Ordinary Shares Outstanding 1,000 Number of Convertible Preferred Shares Outstanding 7,242 Ordinary Shares held by Minority Shareholders NIL Minority Shareholder(s) / Co-Investors N/A

REGISTERED ADDRESS C/O SGG Mauritius Regions of Operation Sierra Leone & Liberia

SENIOR MANAGEMENT TEAM David Mossington (CEO) Arthur Rojas (Director) Board of Directors David Dobrowolski David Mossington Arthur Rojas Yasser Toor

ESG RISK RATING Low Inherent Risk 2

SOLON PROPERTY PARTNERS ANNUAL REPORT 2018


CONTENTS

ABOUT US

00

STATEMENT FROM THE CEO

00

2018 ACHIEVEMENTS

00

OUR BUSINESS MODEL

00

STRATEGY

00

STRATEGIC PRIORITIES

00

LETTER FROM SOLON CAPITAL PARTNERS

00

RISK OVERVIEW AND MITIGANTS

00

PORTFOLIO OVERVIEW

00

CONSTRUCTION MANAGEMENT BUSINESS

00

SUSTAINABILITY

00

BOARD OF DIRECTORS

00

DIRECTORS REPORT

00

COMPANY INFO

00

FINANCIALS

00

SOLON PROPERTY PARTNERS ANNUAL REPORT 2018 3


4

SOLON PROPERTY PARTNERS ANNUAL REPORT 2018


ABOUT US

Solon Property Partners is West Africa-focused real estate investment and development company, based in Freetown, Sierra Leone. We strive to generate long-term, risk-adjusted shareholder returns, comme nsurate with those that can be achieve in more mature markets, through investment in real estate in emerging West African markets. Our business model is shaped by our three areas of focus: our investment portfolio, our development projects, & third-party construction management contracts. We use this to generate income from creative investment and asset management as well as capital gains for our development activity.

SOLON PROPERTY PARTNERS ANNUAL REPORT 2018 5


OUR PURPOSE & PHILOSOPHY

Solon Property Partners’ purpose is to provide critical real estate and real estate-related services to the developing economies of West Africa. Our ambition is to become a leading real estate investment company, capable of unlocking opportunities in challenging and over-looked places, that deliver meaningful, longlasting social and economic change for the communities in which we invest, and sustainable value for our shareholders. We identify critical gaps in the market and capitalize on them through the energetic application of entrepreneurship, balanced with a measured approach to capital deployment. Applying this philosophy, with a long-term investment outlook, we seek to maximise shareholder returns.

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SOLON PROPERTY PARTNERS ANNUAL REPORT 2018


WHAT WILL SET US APART

A creative, entrepreneurial mindset A development pipeline positioned to capitalize on structural and cyclical market trends Proactive and pragmatic asset management approach Low risk tolerance + strong capital discipline A motivated and experienced team Deeply embedded in our markets, unlocking value unseen to others Geographically and sector diverse The potential to invest across cycles, unbound by a ‘fund-life’

SOLON PROPERTY PARTNERS ANNUAL REPORT 2018 7


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SOLON PROPERTY PARTNERS ANNUAL REPORT 2018


INVESTMENT MANAGEMENT

DEVELOPMENT MANAGEMENT

Our investment portfolio, which is 100% let and income producing, has two main purposes:

With the business firmly in the execution phase, our development activities will be a key focus for management. We will actively manage our assets throughout their development, working with trusted suppliers and focusing on quality, efficiency and safety.

To provide a steady income stream to cover overheads interest and fund new opportunities; and

To produce above average capital growth over the investment cycle to drive shareholder value.

We seek to achieve these aims through careful, disciplined selection of properties, generally comprising multi-let offices in dynamic and growing markets. Our key aim, when undertaking the selection process, is to seek to ensure that there is sustainable demand from potential occupiers for all our assets. All income is denominated in United States dollars.

We are approaching these projects with “design thinking” at the forefront, ensuring we develop an understanding of the people for whom we’re designing the properties. Being human-centric in our approach helps us problem-solve for ill-defined or unknown questions; which is particularly useful for the region.

Our goal is to develop steady and predictable cash flow while surfacing capital value across our portfolio

We generated $85,000 in net income from our investment portfolio in 2018.

We have 8 development sites with a total GDV in excess of $30m.

INVESTMENT PROPERTIES

DEVELOPMENT SITES

OCCUPIED

GDV

20 8 100% $30M $85,000 INCOME

CONSTRUCTION MANAGEMENT •

The on-ground-construction management experience of our personnel ensures we are soundly positioned to identify local environmental constraints and develop practical real world solutions for the management of projects from preliminary concept, feasibility and cost estimates through to design and delivery.

Construction partner-of-choice for companies within the Solon ecosystem, creating shared value for the wider group with every collaboration.

We generated $475,000 in gross income from our construction management activities in 2018.

$475,000 IN CONSTRUCTION MANAGEMENT INCOME

SOLON PROPERTY PARTNERS ANNUAL REPORT 2018 9


ABOUT US

Our locations

NO.6 THE MAZE 56B & 85 MAIN MOTOR ROAD LUKE ESTATES

TOMBO PARK FREETOWN

HOONG

MOOT

SEI

YELE

BAKI TIWALAN

TURTLE ISLANDS

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GRAFTON MAKENI MINING SERVICES CAMPUS SIERRA LEONE

SOLON PROPERTY PARTNERS ANNUAL REPORT 2018 11


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STATEMENT FROM THE CEO

Lorem ipsum dolor sit amet, consectetur adipiscing elit. Praesent sit amet tortor turpis. Morbi leo diam, bibendum a cursus a, sodales. Lorem ipsum dolor sit amet, consectetur adipiscing elit. Fusce orci neque, euismod eget lacus et, congue efficitur felis. Donec iaculis efficitur augue, a dapibus purus convallis vitae. Etiam tempus vestibulum sapien, porta porttitor nibh. Etiam semper auctor nibh, sed bibendum orci. Aliquam sed urna eget dolor interdum aliquam cursus aliquet lorem. Nam non volutpat nisl. Duis volutpat pretium elit, sit amet dictum dui feugiat sit amet. Mauris eget velit pulvinar, pulvinar dui nec, tincidunt sem. Ut lobortis efficitur augue et tincidunt. Morbi interdum orci a luctus egestas. Etiam sit amet mauris sed orci luctus placerat. In nec placerat tortor. Duis ipsum massa, suscipit sit amet ornare vel, pharetra vel lacus. Interdum et malesuada fames ac ante ipsum primis in faucibus. Aliquam in nulla pharetra, finibus tellus eu, pellentesque neque. Donec auctor eleifend justo eu sodales. Sed lobortis est tortor, id maximus erat sollicitudin a. Phasellus rhoncus, justo ac luctus iaculis, nibh massa aliquet enim, imperdiet semper orci massa id eros. Vestibulum vitae urna ante. Phasellus semper nunc eu maximus semper. Nam vulputate erat ac diam eleifend, non elementum nisi dignissim. Aenean porttitor mi id sapien venenatis dictum. Curabitur id mollis justo. Sed vel orci dictum, scelerisque velit ac, volutpat ligula. In mollis convallis est, id varius sem ullamcorper bibendum. Nulla facilisi. Nulla ultricies sapien non sodales maximus. Suspendisse potenti. Etiam in ipsum pharetra, efficitur nisl a, blandit urna. Nullam commodo consectetur nunc, eget

hendrerit ante placerat malesuada. Suspendisse volutpat malesuada dolor, eu feugiat nunc dictum eget. Aenean suscipit mollis orci porta tincidunt. Integer malesuada neque vitae est tincidunt, commodo rhoncus ex dapibus. Aenean sed maximus odio. Morbi metus lacus, volutpat non vestibulum vel, varius eu mauris. Lorem ipsum dolor sit amet, consectetur adipiscing elit. Maecenas accumsan justo vitae mauris tincidunt, in pulvinar libero tincidunt. Proin vel magna vehicula, commodo mi eu, laoreet justo. Aenean elementum turpis id diam egestas mollis. Nunc tempor quam vel dolor viverra ultrices. Sed ullamcorper pellentesque sem, vitae congue lacus laoreet sit amet. Curabitur ut metus ac metus gravida rutrum. Vivamus mattis vitae turpis vitae maximus. Maecenas venenatis tellus sed nulla vestibulum, vitae commodo ex placerat. Donec mauris odio, elementum non ipsum sed, imperdiet condimentum elit. Nunc porttitor cursus pellentesque. Etiam convallis leo ullamcorper ornare gravida. Praesent convallis pulvinar ornare. Donec pharetra congue efficitur. Ut elementum molestie magna nec elementum. Vestibulum sollicitudin ligula ac tincidunt auctor. Duis ut consequat arcu. Phasellus tincidunt, metus eget porta placerat, nisi nisl egestas nibh, sit amet molestie dui nulla in risus. Donec id urna dui. Nullam ut est sagittis, egestas est sed, hendrerit orci. Mauris scelerisque id libero vel cursus. In ex mi, tempus at venenatis vel, hendrerit sit amet nibh. Etiam vel est consequat, hendrerit enim gravida, interdum metus. Nulla a

SOLON PROPERTY PARTNERS ANNUAL REPORT 2018 13


STATEMENT FROM THE CEO CONTINUED

metus purus. Phasellus ornare lectus eu imperdiet venenatis. Cras ut sapien eu diam malesuada varius ut a risus. Cras sit amet facilisis dolor, quis finibus felis. Duis nec ultrices dui. Quisque tristique eget tortor sed efficitur. Ut sit amet turpis id tortor pellentesque suscipit a non lectus. Nam sollicitudin turpis turpis, luctus sodales ex sodales in. Quisque nec purus pharetra, viverra odio in, imperdiet ipsum. Vestibulum ante ipsum primis in faucibus orci luctus et ultrices posuere cubilia Curae; Curabitur ligula tortor, gravida vel volutpat quis, ultricies at orci. Integer non velit est. Curabitur consectetur arcu eu fermentum eleifend. Pellentesque finibus commodo sodales. In ut pretium nisl. Duis aliquet est vel massa blandit, semper hendrerit erat malesuada. Praesent sapien eros, malesuada vitae lectus scelerisque, lobortis molestie nibh. Aliquam porta elementum neque, ac malesuada diam varius congue. Vivamus fringilla nec massa ut vulputate. Maecenas tellus massa, iaculis eget felis et, elementum sollicitudin mauris. Fusce ut nibh interdum, molestie massa non, imperdiet justo. Fusce convallis aliquet egestas. Nulla egestas finibus felis, vitae rutrum diam facilisis at. Duis viverra mi magna. Nam non dolor sapien. Mauris nec tellus suscipit, hendrerit nisl id, auctor lectus. Integer et nisi sit

Etiam sit amet mauris sed orci luctus placerat. In nec placerat tortor. Duis ipsum massa, suscipit sit amet ornare vel, pharetra vel lacus. Interdum et malesuada fames ac ante ipsum primis in faucibus. Aliquam in nulla pharetra, finibus tellus eu, pellentesque neque. Donec auctor eleifend justo eu sodales. Sed lobortis est tortor, id maximus erat sollicitudin a. Phasellus rhoncus, justo ac luctus iaculis, nibh massa aliquet enim, imperdiet semper orci massa id eros. Vestibulum vitae urna ante. Phasellus semper nunc eu maximus semper. Nam vulputate erat ac diam eleifend, non elementum nisi dignissim. Aenean porttitor mi id sapien venenatis dictum. Curabitur id mollis justo. Sed vel orci dictum, scelerisque velit ac, volutpat ligula. In mollis convallis est, id varius sem ullamcorper bibendum. Nulla facilisi. Nulla ultricies sapien non sodales maximus. Suspendisse potenti. Etiam in ipsum pharetra, efficitur nisl a, blandit urna. Nullam commodo consectetur nunc, eget hendrerit ante placerat malesuada. Suspendisse volutpat malesuada dolor, eu feugiat nunc dictum eget. Aenean suscipit mollis orci porta tincidunt. Integer malesuada neque vitae est tincidunt, commodo rhoncus ex dapibus. Aenean sed maximus odio. Morbi metus lacus, volutpat non vestibulum vel, varius eu mauris.

Lorem ipsum dolor sit amet, rota consectetur adipiscing elit. Aliquam dictum efficitur urna. amet enim dapibus faucibus sit amet quis elit. In egestas mollis velit, a iaculis tortor lobortis vel. Etiam dolor enim, lobortis et tincidunt id, vulputate ac tellus. Interdum et malesuada. Lorem ipsum dolor sit amet, consectetur adipiscing elit. Fusce orci neque, euismod eget lacus et, congue efficitur felis. Donec iaculis efficitur augue, a dapibus purus convallis vitae. Etiam tempus vestibulum sapien, porta porttitor nibh. Etiam semper auctor nibh, sed bibendum orci. Aliquam sed urna eget dolor interdum aliquam cursus aliquet lorem. Nam non volutpat nisl. Duis volutpat pretium elit, sit amet dictum dui feugiat sit amet. Mauris eget velit pulvinar, pulvinar dui nec, tincidunt sem. Ut lobortis efficitur augue et tincidunt. Morbi interdum orci a luctus egestas.

Lorem ipsum dolor sit amet, consectetur adipiscing elit. Maecenas accumsan justo vitae mauris tincidunt, in pulvinar libero tincidunt. Proin vel magna vehicula, commodo mi eu, laoreet justo. Aenean elementum turpis id diam egestas mollis. Nunc tempor quam vel dolor viverra ultrices. Sed ullamcorper pellentesque sem, vitae congue lacus laoreet sit amet. Curabitur ut metus ac metus gravida rutrum. Vivamus mattis vitae turpis vitae maximus. Maecenas venenatis tellus sed nulla vestibulum, vitae commodo ex placerat. Donec mauris odio, elementum non ipsum sed, imperdiet condimentum elit. Nunc porttitor cursus pellentesque. Etiam convallis leo ullamcorper ornare gravida.

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Praesent convallis pulvinar ornare. Donec pharetra congue efficitur. Ut elementum molestie magna nec elementum. Vestibulum sollicitudin ligula ac tincidunt auctor. Duis ut consequat arcu. Phasellus tincidunt, metus eget porta placerat, nisi nisl egestas nibh, sit amet molestie dui nulla in risus. Donec id urna dui. Nullam ut est sagittis, egestas est sed, hendrerit orci. Mauris scelerisque id libero vel cursus. In ex mi, tempus at venenatis vel, hendrerit sit amet nibh. Etiam vel est consequat, hendrerit enim gravida, interdum metus. Nulla a metus purus. Phasellus ornare lectus eu imperdiet venenatis. Cras ut sapien eu diam malesuada varius ut a risus. Cras sit amet facilisis dolor, quis finibus felis. Duis nec ultrices dui. Quisque tristique eget tortor sed efficitur. Ut sit amet turpis id tortor pellentesque suscipit a non lectus. Nam sollicitudin turpis turpis, luctus sodales ex sodales in. Quisque nec purus pharetra, viverra odio in, imperdiet ipsum. Vestibulum ante ipsum primis in faucibus orci luctus et ultrices posuere cubilia Curae; Curabitur ligula tortor, gravida vel volutpat quis, ultricies at o Lorem ipsum dolor sit amet, consectetur adipiscing elit. Fusce orci neque, euismod eget lacus et, congue efficitur felis. Donec iaculis efficitur augue, a dapibus purus convallis vitae. Etiam tempus vestibulum sapien, porta porttitor nibh. Etiam semper auctor nibh, sed bibendum orci. Aliquam sed urna eget dolor interdum aliquam cursus aliquet lorem. Nam non volutpat nisl. Duis volutpat pretium elit, sit amet dictum dui feugiat sit amet. Mauris eget velit pulvinar, pulvinar dui nec, tincidunt sem. Ut lobortis efficitur augue et tincidunt. Morbi interdum orci a luctus egestas. Etiam sit amet mauris sed orci luctus placerat. In nec placerat tortor. Duis ipsum massa, suscipit sit amet ornare vel, pharetra vel lacus. Interdum et malesuada fames ac ante ipsum primis in faucibus. Aliquam in nulla pharetra, finibus tellus eu, pellentesque neque. Donec auctor eleifend justo eu sodales. Sed lobortis est tortor, id maximus erat sollicitudin a. Phasellus rhoncus, justo ac luctus iaculis, nibh massa aliquet enim, imperdiet semper orci massa id eros. Vestibulum vitae urna ante. Phasellus semper nunc eu maximus semper. Nam vulputate erat ac diam eleifend, non elementum nisi dignissim. Aenean porttitor mi id sapien venenatis dictum. Curabitur id mollis justo. Sed vel orci dictum, scelerisque velit ac, volutpat ligula. In mollis convallis est, id varius sem ullamcorper bibendum. Nulla facilisi. Nulla ultricies sapien non sodales maximus. Suspendisse potenti.

Etiam in ipsum pharetra, efficitur nisl a, blandit urna. Nullam commodo consectetur nunc, eget hendrerit ante placerat malesuada. Suspendisse volutpat malesuada dolor, eu feugiat nunc dictum eget. Aenean suscipit mollis orci porta tincidunt. Integer malesuada neque vitae est tincidunt, commodo rhoncus ex dapibus. Aenean sed maximus odio. Morbi metus lacus, volutpat non vestibulum vel, varius eu mauris. Lorem ipsum dolor sit amet, consectetur adipiscing elit. Maecenas accumsan justo vitae mauris tincidunt, in pulvinar libero tincidunt. Proin vel magna vehicula, commodo mi eu, laoreet justo. Aenean elementum turpis id diam egestas mollis. Nunc tempor quam vel dolor viverra ultrices. Sed ullamcorper pellentesque sem, vitae congue lacus laoreet sit amet. Curabitur ut metus ac metus gravida rutrum. Vivamus mattis vitae turpis vitae maximus. Maecenas venenatis tellus sed nulla vestibulum, vitae commodo ex placerat. Donec mauris odio, elementum non ipsum sed, imperdiet condimentum elit. Nunc porttitor cursus pellentesque. Etiam convallis leo ullamcorper ornare gravida. Praesent convallis pulvinar ornare. Donec pharetra congue efficitur. Ut elementum molestie magna nec elementum. Vestibulum sollicitudin ligula ac tincidunt auctor. Duis ut consequat arcu. Phasellus tincidunt, metus eget porta placerat, nisi nisl egestas nibh, sit amet molestie dui nulla in risus. Donec id urna dui. Nullam ut est sagittis, egestas est sed, hendrerit orci. Mauris scelerisque id libero vel cursus. In ex mi, tempus at venenatis vel, hendrerit sit amet nibh. Etiam vel est consequat, hendrerit enim gravida, interdum metus. Nulla a metus purus. Etiam in ipsum pharetra, efficitur nisl a, blandit urna. Nullam commodo consectetur nunc, eget hendrerit ante placerat malesuada. Suspendisse volutpat malesuada dolor, eu feugiat nunc dictum eget. Aenean suscipit mollis orci porta tincidunt. Integer malesuada neque vitae est tincidunt, commodo rhoncus ex dapibus. Aenean sed maximus odio. Morbi metus lacus, volutpat non vestibulum vel, varius eu mauris. t justo. Aenean elementum turpis id diam egestas mollis. Nunc tempor quam vel dolor viverra ultrices. Sed ullamcorper pellentesque sem, vitae congue lacus laoreet sit amet. Curabitur ut metus ac metus gravida rutrum. Vivamus mattis vitae turpis vitae maximus. Maecenas venenatis tellus sed nulla vestibulum, vitae commodo ex placerat. Donec mauris odio, elementum non ipsum sed, imperdiet condimentum elit. Nunc porttitor cursus pellentesque. Etiam convallis leo ullamcorper ornare gravida. SOLON PROPERTY PARTNERS ANNUAL REPORT 2018 15


2018 ACHIEVEMENTS

MARCH

MAY

JULY

Appointed first Group CEO

Appointed renown architect Urko Sanchez to design and develop a flagship residential offering

Defined new strategic priorities and launched 3-year road map

FEBRUARY Lease to GOAL Global at No. 6 The Maze, bring occupancy to 100%

APRIL

JUNE

Completed construction management work for the Centre for Disease Control in Makeni and Freetown

15% salary increase for all local staff

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SEPTEMBER

NOVEMBER

Identified key organizational needs and modernized the Company’s Business Code of Conduct

Signed 3 additional islands at the Turtle Islands archipelago

AUGUST Completed Design Development of 85 Main Motor Road, a 24-unit residential building

JANUARY Creation of the Solon Property Partners Advisory Board; appointment of first independent member

OCTOBER

DECEMBER

Hired first dedicated property manager in Sierra Leone

Appointment of new Board members

SOLON PROPERTY PARTNERS ANNUAL REPORT 2018 17


OUR BUSINESS MODEL

Our business model is focused around recognizing structural trends and delivering critically needed real estate and real estate related services to emerging economies.

18 SOLON PROPERTY PARTNERS ANNUAL REPORT 2018


The key drivers are: IDENTIFYING SCALABLE INVESTMENT OPPORTUNITIES, INACCESSIBLE OR OVER-LOOKED BY OTHERS, BY BEING DEEPLY EMBEDDED IN OUR MARKETS

I NVESTING ACROSS CYCLES, UNBOUND BY A FUND-LIFE, DISPOSING OF INVESTMENT WHEN OPTIMAL

ACTIVE ASSET MANAGEMENT STRATEGIES AN UNDERSTANDING OF THE NEED FOR AN ENTREPRENEURIAL AND RESILIENT APPROACH, BALANCED WITH MEASURED AND JUDICIOUS CAPITAL DEPLOYMENT

The Company believes that by employing its business model it will be able to deliver attractive returns and sustainable value for all stakeholders. SOLON PROPERTY PARTNERS ANNUAL REPORT 2018 19


STRATEGY

The Group aims to be an owner and operator of high-quality real estate assets and real estaterelated businesses. The Group’s strategy is to deliver long-term value for shareholders through the origination, acquisition, active asset management and disposal (or refinancing) of West African real estate and real estate related opportunities. We are geographically and sector-diverse in our approach, with the ability to invest across West Africa and in all sectors, assessing every potential investment opportunity on its own merits. We seek to identify strategic opportunities that require innovative and entrepreneurial thinking where our investment can be scaled, and both capital and income can be enhanced through the implementation of active management strategies. Our process begins with macroeconomic analysis of the region to understand short-term and long-term economic and demographic trends and to assess external risks which may impact the business. Research is further focused on cyclical trends and sector analysis in the real estate market in order to identify new opportunities and gaps in the market. Management believes that by being embedded in the markets in which it operates, its real estate market knowledge, its diverse skill base and its proactive management approach, the Group will be able to generate a gross cumulative annual IRR of c.25%, together with an equity multiple of 2.5x over a 5-year investment horizon (although, as a permanent capital vehicle, we can and will take a longer-term view on potential investments).

We have a clear focus, underpinned by our guiding principles, that will enable us to deliver these returns for our shareholders. In pursuit of our return target, the Group’s investment objective is to generate attractive, long-term returns on equity, based on stable and predictable annual cash flows yielding 10%-12% per annum, coupled with annual income growth of 2%-5% per annum and target capital appreciation rate equivalent to 15% per annum.

2.5x

OVER A 5-YEAR INVESTMENT HORIZON ANNUAL CASH FLOWS YIELDING

10–12% ANNUAL INCOME GROWTH OF

2–5%

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In order meet these return requirements, the Group will concurrently explore four investment paths. 1. WE WILL DEVELOP OR ACQUIRE HIGH QUALITY REAL PROPERTY THAT PRODUCES AN ATTRACTIVE RETURN ON INVESTED CAPITAL. 2. WE WILL OPPORTUNISTICALLY ACQUIRE OR INVEST IN REAL ESTATEBACKED OR RELATED BUSINESSES BUT ONLY WHERE THERE IS A STRATEGIC FIT AND ABILITY TO SCALE INTO A REGIONAL CHAMPION. 3. WE WILL ENGAGE IN 3RD PARTY PROPERTY MANAGEMENT AND CONSTRUCTION SERVICES. THIS HAS BEEN A CORE BUSINESS FOR THE GROUP SINCE INCEPTION AND ONE WE INTEND TO GROW. 4. WHERE WE SEE OPPORTUNITIES THAT AREN’T BEING MET, WE WILL WE BUILD AND MANAGE ‘BEST-IN-CLASS’ OPERATING PLATFORMS ACROSS MULTIPLE SECTORS AND GEOGRAPHIES.

We believe this combined strategy will guide us successfully and securely through many property and economic cycles.

SOLON PROPERTY PARTNERS ANNUAL REPORT 2018 21 21


STRATEGIC PRIORITIES 2019 Title

Prepare the pipeline

Select investment activity

Growth capital

Build a modern organization

Focused research

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OVERVIEW

PRIORITY

TARGET

Our focus is to generate consist returns through the property cycle and this entails having the flexibility to commence projects when market conditions are prime. Having spent years building a portfolio of development sites, we must ensure a robust business plan for each, focused on return optimization and structured downside protection. A number of our sites are likely years away for being viable development projects; however, emerging markets fundamentals can change quickly, and we should be positioned to react accordingly.

- Progress a detailed business plan for each of the 8 development assets in our portfolio

- Prepare our scheme at 85 Main Motor road to a ‘construction ready’ state in anticipation of breaking ground in 2019

- Invest capital, as necessary, to buttress existing investments and position them to unlock their full potential.

- Commence concept design at our Luke Estates property

While maintaining a disciplined, research-led approach to investing, and with the potential to invest across multiple business cycles, we seek to identify accretive investment opportunities that will diversify our income profile while providing the potential for future capital gains

- Acquire land where we see a deep discount to intrinsic value

- Complete one new land or property acquisition

Our ability to grow the business and to deliver attractive, long-term returns to our shareholders is highly correlated with our ability to access capital and the relative cost of that capital. To date, all of the Group’s investment capital has been contributed by our parent company, Solon Capital Holdings. The Group has no short-term or long-term debt on its balance sheet.

- Increase the availability of equity and debt capital

- Become fully compliant with all financial and regulatory filing requirements

- Reduce our weighted average cost of capital

- Convert our Mauritian holding company from a GBC2 to a GBC entity;

- Maintain our judicious approach to operating cash commitments

- Reviewing and update our Business Code of Conduct

- Acquire property should we see the opportunity to add value

- Advance strategic initiatives and greater community outreach at the Turtle Islands

- Acquisition of, or investment into, one real-estate related business

- Acquire or invest in businesses that we can scale into regional champions

- Review and update our Employee Handbook - Quarterly investor reporting - Apply for ‘B’ Corp status

We have big ambitions that will only be met with talented people working together towards achieving our long-term objectives. Our focus is to build our team, build trust with investors and key stakeholders and build a reputation for excellence. We must ensure that our guiding principles, values and corporate responsibility are of the highest standards and match those of leading global businesses.

Our approach to operating in and investment in emerging markets is research-led. This begins with the identification of African and emerging market trends and drivers, down to articulating the opportunities and threats of an individual investment. In order to provide a highly analytical and detailed review of all potential investments, the Group seeks insight from third party experts and other specialists.

- Continue the ‘institutionalisation’ of the business:

- Become fully compliant with all financial and regulatory filing requirements

- Attract, retain and develop talented employees

- Convert our Mauritian holding company from a GBC2 to a GBC entity;

- Enhance our governance structure and corporate policies

- Reviewing and update our Business Code of Conduct

- Improve the quality of communication with our stakeholders

- Review and update our Employee Handbook

- Identify new geographies and new opportunities across sectors and sub-sectors of the real estate market with advantageous demand cycles alongside positive economic and demographic trends

- Over the course of 2019, present one new opportunity for sector or geographic diversification to the Board of Directors

- Quarterly investor reporting - Apply for ‘B’ Corp status

- Identify new trends and gaps in the market where the Group can take a design-led approach to deliver critical real estate and/ or real estate related services.

SOLON PROPERTY PARTNERS ANNUAL REPORT 2018 23


24 SOLON PROPERTY PARTNERS ANNUAL REPORT 2018


LETTER FROM SOLON CAPITAL PARTNERS

Our approach to investing and what it means for our portfolio companies 2017 was a milestone year for Solon. We closed our first financing with a development finance institution, a $20m equity commitment from CDC Group plc. We launched the operations of Flash Vehicles in Cote D’Ivoire, our first French West African country. We opened our first senior secondary and primary schools in Sierra Leone, growing total enrolment by 265% to nearly 8,800 students across Sierra Leone and Liberia. And yet, 2018 was still very much a new day for Solon. For the past eight years, we have been constrained by a lack of access to capital. We have missed opportunities to scale and capture market share; to diversify into new geographies and product offerings; and to add institutional functions and capacity. But as our access to capital improves, this governor on growth is being relaxed. Increasingly, it will be the opportunity set of our markets and our capacity to pick the winners within them which will prove to be the rate determining step. And this capital carries a new set of risks – it’s hard to make stupid investments when you have no money to invest. We no longer have that failsafe. Accordingly, now feels like an appropriate time to clearly reiterate certain points of investment strategy that impacts all of our portfolio companies, including Solon Property Partners.

IT’S ALL ABOUT THE LONG TERM Solon is a permanent capital vehicle which allows us to take a long-term approach to investment, one that can cut across economic cycles in order to maximize risk-adjusted financial returns. West African markets are volatile, but the swings mask a persistent, secular direction: upward. For us, maximizing performance is not about trying to pick the peaks and troughs (we know we’d fail at that); it’s about building resilient market champions who can ride out the volatility and capture

the opportunity of that multi-decade trend-line. This long-term focus is not without trade-offs. It demands the discipline of both restraint during the upswings and continued conviction during the downturns. It may mean forgoing short-term profits in order to establish a dominant long-term share of a sustainably growing market. It means: • We will maintain a focused high-conviction portfolio. While we will pursue diversification when possible (both sectoral and geographic), we need to provide our portfolio companies overwhelming degrees of operational support. Given limitations on how quickly we can grow our team or master a new sector, new verticals will be added judiciously. • We will not abandon a business with compelling prospects for long-term returns on invested capital on account of poor near-term performance. We will bear down operationally to right the ship and reposition it for a return to growth. • We will not operate our portfolio companies as a series of discreet siloes but as parts of an integrated whole. This may be anathema in advanced economies, but it’s a necessity in ours. Our markets are a vacuum of business and institutional capacity; it is both our opportunity and challenge. It is only by leveraging the advantages of shared resources (systems, people and capital) that we can overcome local friction costs to fill the market gaps which will drive the outsized ROICs we seek to earn over time. • We will evaluate risk less as a function of volatility, which can be as much friend as foe, and more based on the prospect of permanent capital impairment (“Don’t lose money”). As we won’t always handicap that perfectly, we will seek structured paths to downside protection and asymmetrical return profiles, whenever possible.

SOLON PROPERTY PARTNERS ANNUAL REPORT 2018 25


LETTER FROM SOLON CAPITAL PARTNERS

• We will approach ‘hot’ opportunities or sectors with extreme care, no matter how fashionable they may be. Similarly, if a deal is predicated on such fragile factors as long-term currency stability, preferential personal relationships, or good governmental performance (to name just a few), we are not interested. • We will never underwrite long-term local currency stability. We have raised and invested US dollars and we must repay in US dollars; touting local currency investment performance is academic. We will continue to focus on dollarized operational revenue streams, resilient fixed assetbases, and access to hard currency. • We will continue to eat our own cooking. As the founders of our existing portfolio companies, we have always had the bulk of our financial net worth invested alongside our investors. This will continue to be the case. We cannot promise outsized returns, but we can commit that our financial fortunes will rise and fall in concert with our investors. This investment strategy will not be for everybody; and we cannot say it’s irrefutably “right”. But it’s ours – and so we believe it should be one well understood and explicitly endorsed by those that choose to invest their money with us.

LIQUIDITY Investor liquidity is something we obsess over – it’s a big part of the reason why we refused to structure ourselves as a traditional private equity fund (which would severely limit our options for getting you money back). Our frank assessment of the outlook for liquidity is mixed. There are structural limitations in undercapitalized markets which cannot be wholly eliminated. But liquidity is not impossible. To date, we have returned over $4.3m in cash to our investors. We have also structured ourselves as a holding company so that we are less beholden to the churn of portfolio company holdings to generate cash for investors. Instead, we have a mandated series of secondary offerings at the level of the holding company, complementing a more opportunistic (i.e. exit value maximizing) approach to portfolio company exits.

VALUATION APPROACH To state a truism – we believe the value of our portfolio is equal to its intrinsic value; i.e. the discounted value of the cash which can be taken out of our portfolio companies over their respective remaining lives. Despite this simple definition,

reaching a consensus view on the calculation of intrinsic value is anything but. It is an estimate influenced by a range of factors, subject to revision as interest rates and projected longterm performance move over time. Two perfectly rational people looking at the same set of data will almost invariably come to slightly (or materially) divergent views on the intrinsic value of a given company. For this reason we believe in taking a conservative approach to how we communicate the valuation of our portfolio. Absent (i) a market based valuation event, (ii) some form of contractual accrual of investment principal or a reduction in net borrowings, (iii) realized cash distributions, or (iv) a sufficiently credible independent third-party appraisal, we will not be unilaterally re-marking our portfolio. While the listed events are imperfect indicators of movements in intrinsic value, they are useful proxies – and they are unbiased. This also means that we will not re-mark an investment on the back of short-term changes in operating performance. In this way, our valuation approach mirrors our investment approach: we invest for the long-term, and we view value as a function of longterm projected performance. We intend to communicate portfolio company value accordingly.

SOLON PROPERTY PARTNERS We remain very bullish on the prospects for real estate investment in our region – as an asset class, we believe it presents one of the market’s most compelling risk-adjusted return profiles. The Company is uniquely well positioned to capitalize on this opportunity. The Company has spent its initial years acquiring (i) a portfolio of land assets for development, and (ii) a market-appropriate asset development and management skillset, established through the experience of completing paid contract work for third parties. With the closing of CDC’s investment in June 2017, the primary constraint on the Company’s growth to date – a lack of capital – has begun to be partially addressed. With the addition of Mr. David Mossington as Group CEO in March 2018, the Company is now shifting its attention to (i) surfacing the inherent value of its portfolio in Sierra Leone (ii) the roll-out of a scalable, branded platforms that address critical gaps in the property market and (iii) increasing the near-term cash flow profile of the business through new construction management contracts. Sincerely, The Partners Solon Capital Partners

26 SOLON PROPERTY PARTNERS ANNUAL REPORT 2018


MESSAGE FROM CDC

The standard investment fund model, which commits to returning capital or assets to investors within a fixed period of time, typically ten years, does not meet the needs of some African markets, where longer-term capital is required to build strong businesses. This is why, in 2017, CDC Group invested £15.5 million in Solon Capital Partners, an investment holding company based in Sierra Leone. Solon is a permanent capital vehicle, which provides returns to investors through dividends and exits at the holding company level, rather than through exits from an investee business. This enables Solon to provide capital to businesses on a more flexible and long-term basis. Solon currently supports four businesses, which operate in Sierra Leone, Liberia, Guinea and Cote d’Ivoire. The businesses include Solon Property Partners, an integrated real estate investment and development company.

“ Solon’s management team has shown that it is possible to successfully grow businesses over the long-term using a different model from traditional private equity. We’re excited to support Solon as they bring their creativity to new businesses and make their existing companies regional champions.” CDC Group

SOLON PROPERTY PARTNERS ANNUAL REPORT 2018 27


RISK OVERVIEW AND MITIGANTS

We operate in markets where the inherent level of risk is greater than in more mature markets. The successful management of that risk is critical for the Group to deliver its investment objectives.

28 SOLON PROPERTY PARTNERS ANNUAL REPORT 2018


Risk is an integral part of any group’s business activities and the Group’s ability to identify, assess, monitor and manage each risk to which it is exposed is fundamental to its financial stability, current and future performance and reputation. Risk management starts at the Board level where the Directors set the overall risk appetite of the Group and the risk management strategies. The role of our Board is to ensure that our risk management and internal controls enable us to weather uncertainties and take advantage of opportunities.

MAPPING OUR RISKS

HIGH

The Group categorises risks according to the likelihood of occurrence and the potential impact on the Group. The Directors consider the following to be the principal risks and uncertainties facing the Group.

C

Political risk F

Construction

• External risks – whose occurrence is beyond the control of the Group; or • Business risks – which the Directors choose to manage as part of the Group’s operations

LIKELIHOOD

These risks have been grouped as either: E

MID

D

B

Liquidity

Investment risk A

Market risk G

LOW LOW

Title

MID

Occupancy

HIGH

IMPACT

SOLON PROPERTY PARTNERS ANNUAL REPORT 2018 29


RISK OVERVIEW AND MITIGANTS — EXTERNAL

MARKET RISK

A

Weakening macro-economic environment for real estate investment

DESCRIPTION

IMPACT

MITIGATION

The real estate market is directly linked to the health of the local and national economies. The risk is that a lack of economic growth, recessionary conditions or economic uncertainty can translate into the negative sentiment towards, and performance of, real estate.

• Property valuations may decline, with increased property yields and reduced occupier demand

• Management constantly monitors the market and makes changes to the Group’s strategy in light of market shifts

• Lack of liquidity or investor appetite in our markets may delay the ability to realise planned disposals

• Risk-averse property development strategy, whereby projects are fully-funded and pre-let, where appropriate. • Management is highly experienced and has a strong track record of understanding the property market • Regular meetings with economic forecasters to gauge economic trends.

INVESTMENT RISK

B

Scarcity of viable investment and development opportunities

POLITICAL RISK

C

The Group conducts business in emerging markets, where Government precepts are fragile

The Group’s ability to grow its portfolio will require a flow of trading and investment opportunities required to generate stable and predictable cash flows and the potential for capital gains. The risk is that the flow of suitably priced opportunities either never materialises, reduces or stops.

• Inability to source new deals will hamper growth and the ability to realize profits in future years.

The nature of the Group’s operations and markets expose it to potential bribery and corruption risk both internally and externally within the supply chain and a general lack of government good governance, systemic corruption and abrupt changes to regulatory and tax policy. The risk is that this creates heightened political uncertainty and potential negative economic impacts

• Reluctance by investors and occupiers to make investment decisions whilst outcomes remain uncertain and/or reduced attractiveness of West Africa, or emerging markets more broadly

• Lack of investment opportunities may result in higher pricing of acquisition opportunities leading to reduced ability to create value.

• The Group risks suffering reputational damage resulting in a loss of credibility and trust with ket stakeholders including investors, partners, tenants and employees.

• Ability to invest across geographies and sectors, seeking out opportunities where abovemarket returns can be generated • Stringent deal underwriting procedures with minimum return hurdles. • Being embedded in our markets provides greater chance to unlock compelling investment opportunities with significant upside

• The Group’s strategic priorities and transactions are considered in light of these uncertainties. • Management seeks advice from experts to ensure it understands the political environment and the impact of any upcoming regulatory changes. • The Group’s anti-bribery and whistleblowing policies are reviewed and updated annually and projects with greater exposure to bribery and corruption are closely monitored. • We avoid investments where there is a high degree of government involvement or intervention

30 SOLON PROPERTY PARTNERS ANNUAL REPORT 2018


RISK OVERVIEW AND MITIGANTS — BUSINESS

LIQUIDITY RISK

D

The Group’s ability to deliver on its strategic priorities is dependent on the availability of further capital.

DESCRIPTION

IMPACT

MITIGATION

Real estate is a capital-intensive business and the quantum and certainty around capital availability impacts the Group’s strategic priorities. The risk is that the availability of capital for the Group to deploy will be reduced or entirely absent.

• Growth of business is constrained, or the Group is unable to execute business plans or complete on-going projects.

• The Group maintains good relationships with its existing investors through our parent company, Solon Capital Holdings, and are actively exploring other potential sources of capital.

• The Group may forego compelling investment opportunities if it does not maintain sufficient cash to take advantage of them as they arise. • The Group may not be able to meet operational cash requirements.

• Funding requirements are reviewed bi-monthly by management, who seek to ensure that sufficient capital is available to fund operations • Large projects are not commenced until 100% of the cost to complete is secured. • Management monitors cash levels of the Group on a daily

TITLE RISK

E

Foreign entities are prohibited from owning land in Sierra Leone and the Land Registry is weak and prone to fraud

The Group must either: i. acquire land through a resident partner who then leases the land to the Group, or ii. enter into long leaseholds directly from the current owner.

• Fraudulent claims against land that is owned by or let to the Group are a costly distraction to Management • In severe cases, lost of value or outright loss of property

The risk is that the combination of a weak Land Registry and systemic corruption create the potential for fraudulent land claims

CONSTRUCTION RISK

F

The Group’s strategy includes carrying out significant development projects for both its own balance sheet and third parties.

- Significant development projects take years to complete and expose the Group to changes in market conditions and price fluctuations. - Real estate construction is subject to the risk of cost overruns, delay and the financial failure of an appointed contractor.

• Reduced profitability or potential capital impairment on individual projects. • Construction work ceasing whilst a suitable replacement contractor is found, leading to delays in project completion and a reduction in profit.

OCCUPANCY RISK The Group’s strategy includes leasing property to third parties.

- The Group generates income from its existing investment management platform and commence development on the basis of occupier demand. The risk is that occupiers default on their lease commitments.

- The Group only engages with lessors having lengthy evidence of uninterrupted title and no prior dispute or displacement issues, and favours counterparties with an international background, familiar with international commercial practices. • The Group retains in-house experienced project managers throughout the life of individual projects, to ensure that costs are appropriately budgeted, timetables are adhered to hence the impact of these risks is minimised. • The group actively monitors its development projects and uses external project managers to provide support. Potential contractors are vetted for their quality, health and safety record, and financial viability before being engaged. They are closely managed throughout the

- There is a risk of being unable to secure a viable construction contract which impede development.

G

- The Group conducts thorough legal diligence on any property acquisitions

• Reduced profitability or potential capital impairment on individual properties. • Increase and unexpected capital costs to reposition the asset into the occupier market.

- The Group will look to reduce its exposure to occupancy risk by proactively marketing to tenants pre-build and then throughout construction. Certain entities have the flexibility to commit to lease pre-construction (at times prepaying for multiple years in advance). - As much as possible, the Group enters into multi-year leases with reputable organization who have a structural requirement to be in the region, receiving

SOLON PROPERTY PARTNERS ANNUAL REPORT 2018 31


32 SOLON PROPERTY PARTNERS ANNUAL REPORT 2018


33

OUR PROPERTIES

SOLON PROPERTY PARTNERS ANNUAL REPORT 2018 33


OUR PROPERTIES

85 MAIN MOTOR ROAD Lorem ipsum dolor sit amet, consectetur adipiscing elit. Praesent sit amet tortor turpis. Morbi leo diam, bibendum a cursus a, sodales et tellus. Nunc ultricies tellus mi, id suscipit elit consectetur nec. GPS Coordinates

8.478877N 3.261356W

Type

Development

Use/Proposed use

Residential

Location

Freetown

Occupancy Tenants

N/A

Title

Leasehold

Annual Income

-

Date acquired

December 2016

Expiry Date

December 2115

Term remaining

96 years

Size

1.0 acre

34 SOLON PROPERTY PARTNERS ANNUAL REPORT 2018


SOLON PROPERTY PARTNERS ANNUAL REPORT 2018 35


OUR PROPERTIES

LUKE ESTATES Lorem ipsum dolor sit amet, consectetur adipiscing elit. Praesent sit amet tortor turpis. Morbi leo diam, bibendum a cursus a, sodales et tellus. Nunc ultricies tellus mi, id suscipit elit consectetur nec. GPS Coordinates

8.461458N 13.264199W

Type

Development

Use/Proposed use

Residential

Location

Freetown

Occupancy Tenants

N/A

Title

Freehold

Annual Income

-

Date acquired

December 2012

Expiry Date

December 2111

Term remaining

92 years

Size

3.0 acres

36 SOLON PROPERTY PARTNERS ANNUAL REPORT 2018


OUR PROPERTIES

TOMBO PARK

REGENT

Lorem ipsum dolor sit amet, consectetur adipiscing elit. Praesent sit amet tortor turpis. Morbi leo diam, bibendum a cursus a, sodales et tellus. Nunc ultricies tellus mi, id suscipit elit consectetur nec.

Lorem ipsum dolor sit amet, consectetur adipiscing elit. Praesent sit amet tortor turpis. Morbi leo diam, bibendum a cursus a, sodales et tellus. Nunc ultricies tellus mi, id suscipit elit consectetur nec.

GPS Coordinates

8.326497N 13.074546W

GPS Coordinates

8.445757N 13.217282W

Type

Development

Type

Development

Use/Proposed use

Residential

Use/Proposed use

Industrial

Location

Waterloo Village

Location

Regent

Occupancy

Occupancy

Tenants

Rising Academy Network

Tenants

Rising Academy Network

Title

Leasehold

Title

Leasehold

Annual Income

$8,000

Annual Income

$12,000

Date acquired

July 2016

Date acquired

December 2013

Expiry Date

July 2066

Expiry Date

N/A

Term remaining

96 years

Term remaining

N/A

Size

1.6 acres

Size

9.4 acres

GRAFTON Lorem ipsum dolor sit amet, consectetur adipiscing elit. Praesent sit amet tortor turpis. Morbi leo diam, bibendum a cursus a, sodales et tellus. Nunc ultricies tellus mi, id suscipit elit consectetur nec. GPS Coordinates

8.460786N 13.249335W

Type

Development

Use/Proposed use

Residential

Location

Grafton

Occupancy Tenants

Rising Academy Network

Title

Freehold

Annual Income

$7,500

Date acquired

July 2016

Expiry Date

N/A

Term remaining

N/A

Size

1.6 acres

SOLON PROPERTY PARTNERS ANNUAL REPORT 2018 37


OUR PROPERTIES

MAKENI MINING SERVICES

BUMBUNA

Approximately 21.0 acres of 99-year leasehold land situated on the highway leading into Makeni, the upcountry hub of Sierra Leone’s natural resource sector. Initially used as a workshop facility for Solon Transportation Company Ltd. (2012-2014), the land now sits vacant and is being held for potential development into a mixed-use site for mining operators, contractors, and/or service providers.

Lorem ipsum dolor sit amet, consectetur adipiscing elit. Praesent sit amet tortor turpis. Morbi leo diam, bibendum a cursus a, sodales et tellus. Nunc ultricies tellus mi, id suscipit elit consectetur nec. Integer id rhoncus ligula, eu placerat libero. Etiam a ligula hendrerit, sagittis felis vel, pellentesque arcu. In mollis auctor risus a feugiat.

GPS Coordinates

GPS Coordinates

Type

Development

Type

Land

Use/Proposed use

Industrial

Use/Proposed use

Industrial

Location

Makeni

Location

Bambuna

Occupancy

Occupancy

Tenants

N/A

Tenants

Solon Transport Corporation

Title

Freehold

Title

Leasehold

Annual Income

-

Annual Income

$1,000

Date acquired

February 2013

Date acquired

February 2014

Expiry Date

February 2112

Expiry Date

January 2024

Term remaining

93 years

Term remaining

5 years

Size

21 acres

Size

1.3 acres

38 SOLON PROPERTY PARTNERS ANNUAL REPORT 2018


SOLON PROPERTY PARTNERS ANNUAL REPORT 2018 39


OUR PROPERTIES

TURTLE ISLANDS Six tropical islands located approximately 15km off the coast of Sierra Leone, are the nesting grounds of five large species of sea turtles and have the potential to become a crown jewel in Sierra Leone’s tourism development. The Company controls the entire archipelago via 99-year leases held by a 90%-owned subsidiary named the Turtle Island Sustainable Tourism Development Company. The islands, home to some of the most underprivileged communities in Sierra Leone, are also the primary beneficiaries of the work being done by the Solon Foundation, which has built schools, toilets and refurbished a health clinic on the islands GPS Coordinates

7.600536 13.012202

Type

Development

Use/Proposed use

Tourism, Education

Location

Bonthe District

Occupancy Tenants

N/A

Title

Leasehold

Annual Income

-

Date acquired

October 2012

Expiry Date

October 2112; November 2118

Term remaining

96 years

Size

1.0 acre

40 SOLON PROPERTY PARTNERS ANNUAL REPORT 2018


41

SOLON PROPERTY PARTNERS ANNUAL REPORT 2018 41


SOLON FOUNDATION

The Solon Foundation aims to advance education and promote improved health in some of the most marginalised communities in West Africa. Founded by a group of Canadians living and working in the region, the Foundation’s efforts are supported by the generosity of private donors and the on-going operational and financial support of Solon Capital Partners. The Foundation engages local communities to carry out a variety of nonprofit initiatives with the aim of creating greater, more sustainable change.

Less than a year in, the school was forced to close when the Ebola epidemic hit the country. Rather than leave, our teachers stayed on the island and provided lessons to students in small study groups, with the inclusion of basic health education and hygiene practices. We also started a school feeding program and have since seen our enrolment increase from 80 to 130 students.

The Foundation’s most recent school build was the design and construction of a primary school on Yele Island. Yele Island is part of the Turtle Islands, an archipelago off the southern coast of Sierra Leone. The small, low-lying islands are inhabited by fishing communities who are amongst the most marginalised communities in an already poor country. A baseline survey carried out by the Foundation in April 2012, found that despite a strong desire for education, less than 1% of adult women were literate and none of the children had ever attended school. (For more information, please see our baseline report)

The past year was a challenging one but saw a strengthening of our community relationship and improved engagement by parents in their children’s learning. The coming academic year will see the promotion of our first grade 6 students, who are not only our first students but the first from the islands to sit their primary level government exams. We look forward to supporting these students with their education through the Foundation’s scholarship program.

Based on the needs and priorities expressed by the community on Yele, the Foundation designed and started construction of a school in April 2013. Materials were locally sourced and transported over 63 nautical miles in 8 commercial boats, taking over 12 hours to reach Yele Island. Although construction was undertaken by a crew of 13 men, it took a community effort to make the build happen.

42 SOLON PROPERTY PARTNERS ANNUAL REPORT 2018


SOLON PROPERTY PARTNERS ANNUAL REPORT 2018 43


OUR PROPERTIES

44 SOLON PROPERTY PARTNERS ANNUAL REPORT 2018


NO.6 THE MAZE

56B MAIN MOTOR ROAD

In late 2012, the Company began renovating an abandoned home in Freetown with plans to turn it into the headquarters for all of Solon’s portfolio companies. Having signed an initial 5-year lease for $25,000 per year and planning to spend around $80,000 on the refurbishment, the property was the first material capital investment made by the Company. By mid-2013, the ground floor of the property was home to all of the existing Solon companies and was operated by Solon Property Partners, who provided fully serviced office space to all of the tenants. To accommodate the expanded scope of operations, the Company also made its first official hires: a security guard, a cook, two cleaning ladies, and an office messenger.

Lorem ipsum dolor sit amet, consectetur adipiscing elit. Praesent sit amet tortor turpis. Morbi leo diam, bibendum a cursus a, sodales et tellus. Nunc ultricies tellus mi, id suscipit elit consectetur nec. Integer id rhoncus ligula, eu placerat libero. Etiam a ligula hendrerit, sagittis felis vel, pellentesque arcu. In mollis auctor risus a feugiat. Quisque sapien odio, mollis sit amet lacinia ac, pulvinar id justo. Nulla tristique euismod ante, et porta nisi tempor id. Aliquam porta non quam ac ultricies. Praesent auctor ligula odio, nec congue tellus bibendum nec. Mauris ornare, dui eu laoreet cursus, enim metus dignissim purus, sit amet rhoncus mi elit non lorem. Maecenas sit amet justo vel quam auctor vehicula at sed magna.

GPS Coordinates

8.484815N 13.259753W

GPS Coordinates

8.479416N 13.264005W

Type

Investment

Type

Investment

Use/Proposed use

Office

Use/Proposed use

Office

Location

Freetown

Location

Freetown

Occupancy

100%

Occupancy

100%

Tenants

GOAL Global

Tenants

Title

Leasehold

Solon Capital Partners, AgDevCo, FIIC

Annual Income

$40,000

Title

Leasehold

Date acquired

March 2012

Annual Income

$45,000

Expiry Date

March 2024

Date acquired

November 2015

Term remaining

5 years

Expiry Date

November 2020

Size

N/A

Term remaining

2 years

Size

N/A

SOLON PROPERTY PARTNERS ANNUAL REPORT 2018 45


SUSTAINABILITY

Impact is built into our business model Our theory of change is to create lasting and systemic social benefits through commercially profitable businesses that generate positive returns for both communities and shareholders. At Solon Property Partners, our objective is to ensure sustainability is considered and implemented at every stage of the design and delivery of our projects. We think real estate is an important tool to assist and support the growth of developing economies, one of the few industries where the connection between the social, environmental and financial aspects of any investment can create lasting positive change. In 2015, all 193 Member States of the United Nations adopted a plan for achieving a better future for all — laying out a path to end extreme poverty, fight inequality and injustice, and protect our planet. This plan is called ‘Agenda 2030’ and at the heart of it are 17 Sustainable Development Goals. We have aligned our business model to support the goals and we seek to be a market leader in impact measurement and management, working collaboratively with partner organisations to push forward the global impact investing industry while remaining primarily focused on the communities in which we operate. All 17 Sustainable Development Goals are important and inter-connected, but we focus our efforts on seven that we have the most material ability to influence.

SUPPORTING THE UNITED NATIONS SUSTAINABLE DEVELOPMENT GOALS

6

CLEAN WATER AND SANITATION

8

DECENT WORK AND ECONOMIC GROWTH

11

SUSTAINABLE CITIES AND COMMUNITIES

15

LIFE ON LAND

7

AFFORDABLE AND CLEAN ENERGY

9

INDUSTRY, INNOVATION AND INFRASTRUCTURE

13

CLIMATE ACTION

46 SOLON PROPERTY PARTNERS ANNUAL REPORT 2018



48

SOLON PROPERTY PARTNERS


BOARD OF DIRECTORS

The main purpose of the Board of Solon Property Partners is to create and deliver the long-term success of the Group and returns for its Shareholders. BOARD RESPONSIBILITIES The Board is collectively responsible for providing the entrepreneurial leadership of the Group within a framework of controls and reporting structures which assist the Group in pursuing its strategic aims and business objectives. Along with

senior management, the Board sets the Group’s strategic aims, ensures that the necessary financial and human resources are in place for the Group to meet its objectives and also reviews management performance. The Board sets the Group’s values and standards and ensures that the Group’s obligations to its Shareholders and others are understood and met.

Strategy and management

Responsibility for the overall leadership of the Group; approval of the Group’s long-term strategic aims and objectives; approval of annual operating and capital expenditure budgets; oversight of the Group’s operations and review of performance; extension of the Group’s activities into new business areas.

Structure and capital

Changes to the Group’s capital structure including direct equity investments on a corporate or project specific basis; debt financing; major changes to the Group’s corporate structure; changes to the Group’s management and control structure.

Financial reporting and controls

Approval of quarterly and final results; approval of significant changes in accounting policies or practices; approval of material unbudgeted capital or operating expenditures.

Internal controls

Ensuring identification, review and maintenance of a sound system of control and risk management

Contracts

Approval of major capital projects and investments; entering into major contracts for the delivery or receipt of services to or from third parties.

Corporate governance matters

Undertaking a formal and rigorous review of its own performance; considering the balance of interests between Shareholders, employees and other stakeholders; reviewing the Company’s overall corporate governance arrangements.

Approval of core policies

Including health and safety policy; anti-bribery policy; anti-slavery policy; whistleblowing procedures; equal opportunities policy; diversity policy; data protection policy; environmental and corporate social responsibility policy; and charitable donations policy. SOLON PROPERTY PARTNERS ANNUAL REPORT 2018 49


BOARD OF DIRECTORS

Management is working to ensure standardised Board reporting templates are in place, and that appropriate training has been given to those preparing reports to ensure clarity, consistency and conciseness in approach, specifically relating to the presentation of Group financial information. Responsible for the performance and long-term success of the Company, including leadership, strategy, values, standards, risk identification and management procedures.

DAVE DOBROWOLSKI Co-Founder, Solon Capital Partners Appointed: July 14, 2011 Dave is a Partner at Solon Capital Partners and is principally focused on sourcing and evaluating new investments. He leads fundraising efforts across Solon and is a voting member of Solon Capital Partner’s Investment Committee and sits on the Boards of Flash Vehicles and Adesha Ltd. Before co-founding Solon in 2010, Dave worked in Freetown, Sierra Leone as the Deputy Project Leader for the Tony Blair Africa Governance Initiative, leading the team’s Private Sector Development activities from the Office of the President of Sierra Leone. Prior to joining AGI, Dave was a member of the Corporate Private Equity division of The Blackstone Group in London, and the Financial Sponsors Group in the investment banking division of Credit Suisse First Boston in New York. Dave graduated with Honours in Business Administration from the Richard Ivey School of Business at the University of Western Ontario.

DAVID MOSSINGTON CEO, Solon Property Partners Appointed: July 2, 2018 David is a Senior Advisor to Solon Capital Partners and the CEO of Solon Property Partners. He has been informally advising Solon on its real estate related investment activities since 2014. In October 2017, David formally joined Solon Capital Partner’s as a Senior Advisor, before being named CEO of Solon Property Partners in March 1, 2018. He is responsible for creating, developing and communicating the Company’s vision, mission, and direction as well as implementing the Group’s overall strategy. He is a voting member of Solon Capital Partner’s Investment Committee and sits on the Board of Adesha Ltd.

50 SOLON PROPERTY PARTNERS ANNUAL REPORT 2018

David has over 17 years of international real estate investment and development experience, having worked for several leading multinational property firms in Toronto, New York and London; most recently with Brookfield Property Partners and then Timbercreek Asset Management, where he was Head of UK and European Investments.

ARTHUR ROJAS Partner, Solon Capital Partners Appointed January 19, 2019 Arthur is a Partner at Solon Capital Partners and is principally involved in operational oversight, local stakeholder management and special project development across the Solon portfolio. Arthur also leads Solon’s corporate social responsibility initiatives in Sierra Leone and Liberia. Before joining Solon in 2011, Arthur worked at Qualico Homes, one of Canada’s largest fully integrated real estate companies, where he served as a cost estimator for the build of single and multi-family homes. Arthur graduated with a Bachelor of Business Administration in International Business from Mount Royal University of Calgary.

YASSER TOOR COO, Solon Capital Holdings Appointed: January 19, 2019 Yasser is a Senior Advisor to Solon Capital Holdings and serves as the COO. He is a member of the Investment Committee and serves on the Boards of Rising Academy Network, Terra Nova Solutions & Solon Transportation Company. Before joining Solon, Yasser was a founding director of AgDevCo where he originated and built out AgDevco’s West Africa operations including leading its investment activity in the region. Prior to that, he was a Senior Advisor at Tony Blair Associates in London and led the Private Sector development team at TB Africa Governance Institute in Sierra Leone. Before moving to Freetown in 2009, Yasser was a General Partner at TSG Consumer Partners in San Francisco and New York where he led the TSG Growth Platform and was co-head of the New York office. He started his career as part of the corporate investment banking department at Schroders in New York.


DIRECTOR’S REPORT

The Directors present their report and the financial statements of the Group for the year ended 31 December 2018.

STATEMENT OF DIRECTORS’ RESPONSIBILITY The Group’s directors are responsible for the performance and long-term success of the Company, including leadership, strategy, values, standards, risk identification and management procedures.

STRATEGY The Group aims to be an owner and operator of high-quality real estate assets and real estate-related businesses. The Group’s strategy is to deliver long-term value for shareholders through the origination, acquisition, active asset management and disposal (or refinancing) of West African real estate and real estate related opportunities. We are geographically and sector-diverse in our approach, with the ability to invest across West Africa and in all sectors, assessing every potential investment opportunity on its own merits. A review of the Group’s business during the year, the principal risks and uncertainties facing the Group and future prospects and developments are included in the Strategy and Risk sections contained on pages X and X which should be read

in conjunction with this report. This includes the preparation and fair presentation of the financial statements, comprising the statement of financial position as at 31 December 2018, the statements of comprehensive income, changes in equity and cash flows for the period then ended and the notes to the financial statements which include a summary of significant accounting policies and other explanatory notes in accordance with International Financial Reporting Standards and in the manner required by the Mauritius Companies Act 2001 and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

FINANCIAL RESULTS The Group reported a loss for the year ended 31 December 2017 and 31 December 2018 of $628,481 and $543,592 respectively. By segment, Lorem ipsum dolor sit amet, consectetur adipiscing elit, sed do eiusmod tempor incididunt ut labore et dolore magna aliqua. Vitae justo eget magna fermentum iaculis eu non diam. Details are provided on the Notes to Financials contained on pages X to XX.

SOLON PROPERTY PARTNERS ANNUAL REPORT 2018 51


DIRECTOR’S REPORT

THE BOARD Name

Appointed

Resigned

Dave Dobrowolski

July 14, 2011

Shaunt Kalloghlian

July 14, 2011

David Mossington (CEO)

July 2, 2018

Executive director

Arthur Rojas (Director)

January 19, 2019

Executive director

John Stelzer

July 14, 2011

Yasser Toor

January 19, 2019

Executive director October 31, 2018

October 31, 2018

BOARD MEETINGS DURING THE YEAR The Board met formally three times during the calendar year of 2018. Two of these meetings, in May and December, included Board strategy days, where the Board completed the following: • A review of the Group’s corporate, property and financial strategy; • A complete review of the Company’s Business Code of Conduct • Consideration and approval of significant property transactions; and • Completion of the changes to the composition of the Board. Board meetings are typically held at the Company’s head office, 56b Main Motor Road in Freetown, Sierra Leone. Broader group strategy days, which include all of Solon’s portfolio companies and executives from across the business units, are held at an offsite location.

ANNUAL BOARD MEETINGS • As a matter of policy, the Board will meet four times per calendar year. For 2019, those meetings will take place: • March 22 in Freetown, Sierra Leone • Late-June in Monrovia, Liberia • August in Freetown, Sierra Leone • December in Abidjan, Cote d’Ivoire

Executive director

Executive director Executive director

BOARD DECISIONS All Directors take decisions objectively in the interests of the Group. As part of their roles as members of the Board, Executive Directors constructively challenge senior management and help develop proposals on strategy and the risk appetite of the Group.

RISK The Group’s risk appetite and risk management strategies are continually assessed by the Board to ensure that they are appropriate and consistent with the Group’s overall strategy and with external market conditions. A list of the primary risks faced by the Group and the actions taken to address them are contained on page X of this report.

DIRECTORS’ LIABILITY INSURANCE AND INDEMNITY The Company maintains Directors and Officers Liability Insurance. To the extent permitted, the Company also indemnifies the Directors against claims made against them as a consequence of the execution of their duties as Directors of the Company.

Additionally, the Group has established an Advisory Board, comprised of all Board members plus additional informal and independent members. The Advisory meets on a monthly basis to review strategic objectives and assess any potential new investment, development or asset management opportunities. Risk and threats are highlighted and discussed as appropriate.

52 SOLON PROPERTY PARTNERS ANNUAL REPORT 2018


DIRECTOR’S REPORT

POLITICAL DONATIONS

ANTI BRIBERY AND CORRUPTION

The Company’s policy with regard to political donations is to ensure that Shareholder approval is sought before making any such payments. No Shareholder approval has been sought and, accordingly, the Company made no political donations in the year to 31 December 2018.

The Board continues to demonstrate commitment to the prevention of corruption and understands the importance of maintaining a culture in which it is not acceptable at any level. The Group has adopted a formal anti bribery and corruption policy which requires all directors and employees to behave with integrity and in a manner that ensures the objectives of the policy are achieved.

CHARITABLE DONATIONS The Group supports the Solon Foundation by way of a monthly donation of $500. These funds are used to carry out ongoing operations of the Solon Foundation at the Turtle Islands in Bonthe District, Sierra Leone. These activities primarily focus on education and health issues. For more information, please visit: https://www.solonfoundation.org/

HEALTH AND SAFETY The Group seeks to continually improve and develop its health and safety performance and places the overall wellbeing of its employees, tenants and visitors in the highest regard. The Group strives for continual improvement to ensure a safe and healthy environment is maintained and adequate resources are made available for these purposes.

REPORTABLE ESG RELATED INCIDENTS / EVENTS No incidents resulting in (i) loss of life or severe permanent injury or damage to health, (ii) a material adverse environmental or social impact, or (iii) material breach of law relating to environmental, social or business integrity matters, occurred at the Group during the year ended December 31, 2018.

The Group has a strict approach to maintaining high standards of finance, business principles and ethics and enforces a zero-tolerance policy to infractions.

POST BALANCE SHEET EVENTS There were no materials post balance sheet events for the Group.

GROUP STRUCTURE Solon Property Partners (Mauritius) Limited is a a GBC2 entity with a registered office in Mauritius and governed by the Companies Act 2001. The Company owns 100% of Solon Property Partner Ltd, a Sierra Leone domiciled property company, 100% of Solon Property Partners (Liberia), a Liberian-based property company and 90% of the Turtle Islands Sustainable Tourism and Development Company, a Sierra Leone domiciled property and tourism company.

SHARE CAPITAL Details of the Company’s issued share capital are shown in note XX to the financial statements. The Company’s share capital consists of both ordinary shares and preferred shares. Each class of shares rank pari passu between themselves. There are no restrictions on the transfer of shares in the Company other than those specified by law or regulation.

SUBSTANTIAL SHAREHOLDINGS As at 31 December 2018, Solon Property Partners (Mauritius) Limited, was 100% owned by Solon Capital Holdings, an investment holding company, registered as a GBC in Mauritius. Listed below are the principle shareholders of Solon Capital Holdings: CDC Group: 261,854; 33% Solon Investment Partners: 144,050, 60% Other: 32,971; 7%

SOLON PROPERTY PARTNERS ANNUAL REPORT 2018 53


DIRECTOR’S REPORT

PRINCIPAL ACTIVITY The principal activities of the Group are that of a real estate investment, development and construction management Company which acquires, develops, operates, finances and manages properties, construction and maintenance projects, across sectors and sub-sectors of the real estate market, primarily in Liberia and Sierra Leone.

GOING CONCERN AND VIABILITY The Group business model is focused around recognizing structural trends and delivering critically needed real estate and real estate related services to emerging economies. Our goal is to generate long-term, risk-adjusted shareholder returns, commensurate with those that can be achieve in more mature markets, through investment in real estate in emerging West African markets The Group’s business planning process consists of a five-year look forward. The rationale for this is that the main driver of success is the generation of development and trading gains from investments and projects, with the exception of two outliers: • Short-term pure trading; and • Long-term land strategies. The majority of our development projects will have a duration of between two and five years from acquisition to stabilization or exit. The majority of our corporate acquisitions or investments will have a duration of between 5 and 10 years. Therefore, from any starting point, over a fiveyear period the vast majority of projects will have moved through to maturation and potentially exit. To plan for a period longer than five years would lead to the construction of a purely theoretical model in years 5+, rather than one underpinned by specific existing projects. The Directors have made an assessment of the company’s ability to continue as a going concern and have no reason to believe the business will not be a going concern in the year ahead. David Mossington

Chief Executive Officer on behalf of the Board

54 SOLON PROPERTY PARTNERS ANNUAL REPORT 2018


FINANCIALS

SOLON PROPERTY PARTNERS ANNUAL REPORT 2018 55


SOLON FOUNDATION

The Solon Foundation aims to advance education and promote improved health in some of the most marginalised communities in West Africa.

SCHOOL AGE POPULATION 2050 World 2.4BN

Sub-Saharan Africa 758M (31%)

Founded by a group of Canadians living and working in the region, the Foundation’s efforts are supported by the generosity of private donors and the on-going operational and financial support of Solon Capital Partners. The Foundation engages local communities to carry out a variety of nonprofit initiatives with the aim of creating greater, more sustainable change.

Less than a year in, the school was forced to close when the Ebola epidemic hit the country. Rather than leave, our teachers stayed on the island and provided lessons to students in small study groups, with the inclusion of basic health education and hygiene practices. We also started a school feeding program and have since seen our enrolment increase from 80 to 130 students.

The Foundation’s most recent school build was the design and construction of a primary school on Yele Island. Yele Island is part of the Turtle Islands, an archipelago off the southern coast of Sierra Leone. The small, low-lying islands are inhabited by fishing communities who are amongst the most marginalised communities in an already poor country. A baseline survey carried out by the Foundation in April 2012, found that despite a strong desire for education, less than 1% of adult women were literate and none of the children had ever attended school. (For more information, please see our baseline report)

The past year was a challenging one but saw a strengthening of our community relationship and improved engagement by parents in their children’s learning. The coming academic year will see the promotion of our first grade 6 students, who are not only our first students but the first from the islands to sit their primary level government exams. We look forward to supporting these students with their education through the Foundation’s scholarship program.

Based on the needs and priorities expressed by the community on Yele, the Foundation designed and started construction of a school in April 2013. Materials were locally sourced and transported over 63 nautical miles in 8 commercial boats, taking over 12 hours to reach Yele Island. Although construction was undertaken by a crew of 13 men, it took a community effort to make the build happen. 56 SOLON PROPERTY PARTNERS ANNUAL REPORT 2018


MONTHLY SCHOOL OPERATIONS ARE CURRENTLY FUNDED IN PART BY SOLON PROPERTY PARTNERS WWW.SOLONFOUNDATION.ORG

SOLON PROPERTY PARTNERS ANNUAL REPORT 2018 57


SOLON PROPERTY PARTNERS Annual Report 2018


SOLON PROPERTY PARTNERS Annual Report 2018


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