{"id":557925,"date":"2024-09-05T11:00:32","date_gmt":"2024-09-05T09:00:32","guid":{"rendered":"https:\/\/mybroadband.co.za\/news\/?p=557925"},"modified":"2024-09-05T11:03:26","modified_gmt":"2024-09-05T09:03:26","slug":"cell-cs-ownership-mystery","status":"publish","type":"post","link":"https:\/\/mybroadband.co.za\/news\/cellular\/557925-cell-cs-ownership-mystery.html","title":{"rendered":"Cell C’s ownership mystery"},"content":{"rendered":"\n

Cell C’s exact shareholder composition remains a mystery despite multiple attempts by MyBroadband to get a breakdown from Blue Label Telecoms.<\/p>\n\n\n\n

When MyBroadband most recently asked about Cell C’s shareholders, Blue Label Telecoms co-CEO Brett Levy confirmed that they have remained the same since the mobile network’s recapitalisation at the end of 2022.<\/p>\n\n\n\n

“There has been no change since the recapitalisation of 2022; it remains exactly the same,” Levy said.<\/p>\n\n\n\n

“You have Gramercy, Nedbank, Lesaka, Blue Label, and the special purpose vehicles (SPVs).”<\/p>\n\n\n\n

However, Blue Label never revealed the full list of shareholders following the 2022 recapitalisation, but Levy committed to providing a full breakdown. Unfortunately, this has not happened.<\/p>\n\n\n\n

What is clear is that after concluding a deal to restructure and refinance Cell C, Blue Label became the mobile network’s largest shareholder.<\/p>\n\n\n\n

Blue Label lent Cell C R1.03 billion to pay off debt claims from secured lenders through The Prepaid Company, which also purchased R2.4 billion in airtime from Cell C.<\/p>\n\n\n\n

This led to Blue Label increasing its stake in the mobile operator from 45% to 49.5%.<\/p>\n\n\n\n

Nedbank and Gramercy Funds Management, two of Cell C’s debt holders, have shares of 7.5% and 6% respectively.<\/p>\n\n\n\n

Gramercy Funds Management, headquartered in Greenwich, Connecticut, is an emerging market investment manager with offices in London, Mexico City, Miami and Buenos Aires.<\/p>\n\n\n\n

Lesaka Technologies, formerly Net1, saw its share in Cell C decrease from 15% to 5.1% following the recapitalisation. Lesaka is a South African financial technology company listed on the Nasdaq and Johannesburg Stock Exchange.<\/p>\n\n\n\n

Cell C’s empowerment partner, CellSAf, owns 3%, and the mobile operator’s management owns a further 2%.<\/p>\n\n\n\n

The remaining shareholding is made up of SPVs and at least 1.9% of shares that remain unaccounted for.<\/p>\n\n\n\n

Blue Label created five SPVs, dubbed SPV1 to SPV5, as part of Cell C’s two recapitalisation transactions between 2017 and 2022.<\/p>\n\n\n\n

SPV1, SP2, and SPV3 were created during Cell C’s first recapitalisation in 2017 to uplift Cell C’s debt. Each SPV took on the debt obligations of Cell C to various lenders.<\/p>\n\n\n\n

In return for the SPVs taking on the debt obligations, each was allocated ordinary shares in Cell C. The SPVs did not acquire recourse against Cell C for assuming these debt obligations.<\/p>\n\n\n\n

\"\"
Mark and Brett Levy, co-founders and co-CEOs of Blue Label Telecoms<\/figcaption><\/figure>\n\n\n\n

As part of the 2022 recapitalisation transaction, all Cell C shareholders, including the SPVs, were diluted, and two new SPVs \u2014 SPV4 and SPV5 \u2014 became shareholders.<\/p>\n\n\n\n

Following this dilution, SPV1’s shares in Cell C reduced to 4.04%. SPV3’s shares were transferred to the funders to whom SPV3 was indebted.<\/p>\n\n\n\n

SPV2, which was placed into liquidation, sold its shares in Cell C to SPV4. The Prepaid Company (TPC), a subsidiary of Blue Label, funded SPV4’s acquisition of shares.<\/p>\n\n\n\n

The shares in SPV4 are held by Albanta Trading 109 Proprietary Limited, which is a subsidiary of the Believe Trust \u2014 established by Cell C for the benefit of Cell C employees.<\/p>\n\n\n\n

SPV5 assumed the debt obligations of Cell C to Dark Fibre Africa (DFA) and was allocated shares in Cell C.<\/p>\n\n\n\n

This left the remaining SPV shareholders as SPV1, with 4%; SPV4, with 10.5%; and SPV5, with 10%.<\/p>\n\n\n\n

However, the Employee Believe Trust’s shares are held in three special purpose vehicles (SPVs) \u2013 SPV 1 (4%), SPV 4 (10.5%), and SPV 5 (10%) \u2014 as security for Blue Label claims.<\/p>\n\n\n\n

The table below shows each of Cell C’s shareholders along with their stake in the company.<\/p>\n\n\n\n

Shareholder<\/th>Stake<\/th><\/tr><\/thead>
Blue Label Telecoms (TPC)<\/td>49.5%<\/td><\/tr>
SPV 4<\/td>10.5%<\/td><\/tr>
SPV 5<\/td>10%<\/td><\/tr>
Gramercy<\/td>7.5%<\/td><\/tr>
Nedbank<\/td>6%<\/td><\/tr>
Lesaka Technologies (Net1)<\/td>5.1%<\/td><\/tr>
SPV 1<\/td>4%<\/td><\/tr>
CellSAf<\/td>3%<\/td><\/tr>
Management<\/td>2.5%<\/td><\/tr>
Unaccounted for<\/td>1.9%<\/td><\/tr><\/tbody><\/table><\/div><\/figure>\n\n\n\n

The following table is a breakdown of Blue Label’s entire economic interest in Cell C, including its SPVs, as presented in its most recent financial results.<\/p>\n\n\n\n

\"\"<\/a><\/figure>\n","protected":false},"excerpt":{"rendered":"

Although it has remained exactly the same for almost two years, Cell C’s ownership structure is yet to be clarified.<\/p>\n","protected":false},"author":341175,"featured_media":555893,"comment_status":"open","ping_status":"closed","sticky":false,"template":"","format":"standard","meta":{"_sma_x_autopost_status":"idle","_sma_x_autopost_error":"","_sma_x_post_id":"","_sma_facebook_post_id":"","_sma_instagram_post_id":"","_sma_threads_post_id":"","_sma_x_attempts":0,"footnotes":""},"categories":[14],"tags":[1017,4064,355,23010,96861,58256,96862,1111],"class_list":["post-557925","post","type-post","status-publish","format-standard","has-post-thumbnail","hentry","category-cellular","tag-blue-label-telecoms","tag-brett-levy","tag-cell-c","tag-cellsaf","tag-gramercy-funds-managemnt","tag-jorge-mendes","tag-lesaka","tag-nedbank"],"_links":{"self":[{"href":"https:\/\/mybroadband.co.za\/news\/wp-json\/wp\/v2\/posts\/557925"}],"collection":[{"href":"https:\/\/mybroadband.co.za\/news\/wp-json\/wp\/v2\/posts"}],"about":[{"href":"https:\/\/mybroadband.co.za\/news\/wp-json\/wp\/v2\/types\/post"}],"author":[{"embeddable":true,"href":"https:\/\/mybroadband.co.za\/news\/wp-json\/wp\/v2\/users\/341175"}],"replies":[{"embeddable":true,"href":"https:\/\/mybroadband.co.za\/news\/wp-json\/wp\/v2\/comments?post=557925"}],"version-history":[{"count":20,"href":"https:\/\/mybroadband.co.za\/news\/wp-json\/wp\/v2\/posts\/557925\/revisions"}],"predecessor-version":[{"id":559028,"href":"https:\/\/mybroadband.co.za\/news\/wp-json\/wp\/v2\/posts\/557925\/revisions\/559028"}],"wp:featuredmedia":[{"embeddable":true,"href":"https:\/\/mybroadband.co.za\/news\/wp-json\/wp\/v2\/media\/555893"}],"wp:attachment":[{"href":"https:\/\/mybroadband.co.za\/news\/wp-json\/wp\/v2\/media?parent=557925"}],"wp:term":[{"taxonomy":"category","embeddable":true,"href":"https:\/\/mybroadband.co.za\/news\/wp-json\/wp\/v2\/categories?post=557925"},{"taxonomy":"post_tag","embeddable":true,"href":"https:\/\/mybroadband.co.za\/news\/wp-json\/wp\/v2\/tags?post=557925"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}