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Thursday, April 26, 2012

Kenya Airways - The Flying Rip-Off

The information is from the Rights Issue Information Memorandum of 2012 & the published Annual Reports. I am not sure of all subsequent events. Please let me know of any errors.
My opinions are Italicized.

FACTS:

titus naikuni, the CEO, has ZERO shares in KQ. Sufuri, Nada, Zilch. Hakuna!
alex mbugua, the CFO, has 6,054 shares in KQ worth KES 84,750 (at 14/- each)
The 2 Executive Directors compensation for 2010-11 was KES 66,000,000/-
The Net Asset Value per Share = KES 50
Rights Issue Price = 14/-
Rights Offer Entitlement: 16:5 (That's 3.2 'new' shares to be paid for for each 1 held)

So whereas titus and alex are paid KES 5.5 MILLION per month by KQ between them they have shares worth 85,000/-.
That's a decimal point of a decimal point. The salaries are not affected by how much Shareholder Value they destroy.

KQ's Net Asset Value as of 31st March 2011 (Last Audited Accounts) was KES 23,090,000,000 which divided by 461,615,484 shares = KES 50/- (NAV/Share)

The Board of Directors (excluding 'corporate directors' viz Treasury/Govt of Kenya & KLM) have less than 25,000 shares. The largest chunk is 10,090 held by the chairman.

The BoD got benefits & fees of KES 12 Million in 2010-11 (12 months)

So the BoD which owns a piddling (less than) 25,000 shares worth (at 14/-) max market value value of 350,000/- ... decided to sell Rights at 14/- at a ratio of 16:5 (3.2:1).

Therefore a shareholder who is UNABLE to exercise the Rights will be diluted to 24% of the original value.

Current 461,615,484 shares = NAV of KES 23,090,000,000/-
New Shares 1,477,169,549 = Net Proceeds 20,109,959,011/-

So are the existing shareholder getting a stick up their, erm, evacuation orifice? YES
Does the BoD care? NO


BTW, the directors AND their families enjoy (almost) free flights wherever KQ flies. Not economy but First Class and Business Class. So more destinations that KQ flies to means more free or discounted flights in Biz Class or First Class.

Compare the Directors, including the CEO, to other CEOS like:

Pradeep Paunrana of Athi River Mining (30%+ shareholding)
Bharat Thakrar of ScanGroup (20% shareholding)
James Mwangi of Equity Bank (5% shareholding)
Jacob Segman of KenolKobil (Options for 5%+ shareholding)

The share prices for the firms in which the CEOs have a stake have done much better than KQ. Each of them trades at more than the Net Asset Value per Share especially Equity Bank & ScanGroup. They have done deal to expand their firms' footprint without destroying the underlying Shareholder Value.

Now the CEO of KQ has ... ZERO shares = 0% shareholding.
Annual compensation unknown but at least KES 33,000,000/- (KES 66,000,000/- between him & the FD)
KQ NAV/Share = 50/-
Current market price = 14.95
Rights (New Shares) sold at 14/-

Instead of sweating the current assets, KQ's BoD & Management are raising more Capital by selling shares in KQ to many including 'non-shareholders' at a HUGE discount. So IFC, Citibank, etc will buy shares at 14/- whose NAV/Share is much higher.

Want a kick in the pants?

KQ's BoD in its 'wisdom' decided to make the New Shares rank pari passu for dividends for the completed Financial Year ending 31st March 2012. So any dividend declared for FY 2011-12 will be shared with NEW SHARES even though the 14/- from the New Shares did not contribute a single penny to profits for FY 2011-12. So whereas existing shareholders 'money' worked for the entire FY 2011-12, yet the New Shares whose cash starts 'working' in June 2012, will get 76% of the dividend payout for FY 2011-12.

Just a reminder, while KQ's BoD gets all those perks, sitting fees, free flights & cash compensation, they own less than 25,000 shares in KQ. So they don't really care about kicking KQ's minority shareholders in the pants. They will probably demand an increase in perks & sitting fees.

Would the 4 'owner-CEOs' do the same? I doubt!

To add insult to injury...

The Lead Transaction Brokers (Standard Investment Bank) are going to 'process' [which means stamping a form] on behalf of the Govt of Kenya and 'earn' KES 70,000,000 or more!


From Business Daily Africa of 25th April 2012
http://www.businessdailyafrica.com/Brokers+protest+over+Sh70m+KQ+rights+contract/-/539552/1393156/-/tnhkfyz/-/index.html


Stockbrokers have protested over the award of a Sh70 million deal to buy Kenya Airways (KQ) rights shares on behalf of the Treasury to a single investment bank, arguing that the contract should have been tendered through competitive bidding.
The Kenya Association of Stockbrokers and Investment Banks (Kasib) has written to the investment secretary Esther Koimett, complaining that the picking of an intermediary to buy the national carrier’s rights on behalf of the Treasury was shrouded in secrecy.
The Treasury owns 23 per cent of KQ shares, and the uptake of its full rights is expected to cost Sh70 million in brokerage commissions.
“We are unaware of any competitive tender process undertaken to procure the services of the submission of the provisional allotment letter (PAL) for the Kenya Airways rights issue on behalf government in accordance with the Public Procurement Act,” said the Kasib letter, which did not, however, name the implied investment bank.
“In the absence of an open tender, the provisional allotment letter should be divided and allocated equally to all the licensed stockbrokers that have been appointed by the issuers,” added the letter.
The BoD added even more salt to the wound by paying CASH to the 'vendors' & plan to pay the Stockbrokers in cash instead of Shares. After all if the stockbrokers are so confident then why not accept shares? Of course, the stockbrokers take the lead from KQ's CEO who has ZERO shares!

KQ's alex praised KQ's Finance Team (including Jane Kioi) for 'closing' the deal with IFC. So will a stockbroker submit IFC's application when it is KQ's 'team' [paid by KQ] who brought IFC to the table?

IFC is getting an awesome deal by buying into KQ at a huge discount at the expense of existing shareholders. Click on the link below for more information.

World Bank’s IFC to own 7.4pc stake in Kenya Airways after offer

Will KLM's [who is a corporate director] application be handled like GoK's application i.e. commission paid to a broker who 'stamps' the PAL form?
Financing of 'New Shares'

Many Kenyan banks will offer 50% Loan To Value (LTV) for shares. This means if one deposits shares worth KES 1,000,000/- the maximum loan given against that will be 500,000/-.

Therefore a Current Shareholder deposits 100,000 KQ Shares worth (at market price of 14/-) with XYZ bank will get KES 1,400,000/- to apply for KES 1,400,000 worth of KQ New Shares.

Current Shares Held = 100,000
Value of Current Shares = 1,400,000/-
Rights Alloted = 320,000
Rights Price = 14/- each which means one needs 4,480,000/- to exercise them
Loan from Bank = 1,400,000/- (based on 50% LTV)
Maximum Rights exercised = 100,000
"Lost" Rights = 220,000

Therefore, the existing shareholder LOSES the net Shareholder Value (50/- per Share) after the Rights Issue is over since the Untaken Rights will be alloted to others.

Is the existing (Pre-Rights) Shareholder who cannot exercise his/her full Rights Entitlement getting screwed over? YES and what a screwing...

Via Daily Nation - Click on the Link Low demand for KQ rights issue by retail investors

Who are retail investors? The 70,000+ shareholders (with less than 5,000 shares) who will be screwed over.

The expansion is a good idea but look how the following firms (as shown above) have raised funds WITHOUT diluting existing shareholders.


Equity Bank sold shares (25% of the Issued Shares) at a price that was MARKET PRICE to Helios. James Mwangi is a smart chap. He did not dilute his existing shareholders. Of course, JM at the time owned a huge chunk (10%) of Equity. Furthermore, other Board Members like Mary Wamae, Peter Munga, etc also owned considerable (20%+) shares in Equity Bank. They were conscientious about PROTECTING existing shareholders.


Compare to KQ's BoD which has less than 25,000 shares in KQ.


Athi River Mining recently bought a factory in Rwanda & want to increase the capacity by 500% as well as make additional improvements. ARM is in the process of increasing its production in Kenya as well as a huge NEW factory in Tanzania. Pradeep Paunrana & family have a large stake in ARM. He has grown ARM using a smart combination of debt & equity. The 'shares' he has sold in ARM to other strategic investors has been through Convertible Debt. The latest $50mn Convertible Debt has an exercise price HIGHER than the current market price & much higher Price to NAV.

Compare to KQ. The 'new shares' are being sold at a HUGE discount to NAV. The existing shareholders will be diluted if they can't take up the Rights. Unlike Pradeep, KQ's CEO has ZERO shares.

ScanGroup has grown by leaps & bounds since its listing on the NSE under Bharat Thakrar (currently 20% owner) the smart & consummate dealmaker. Some MPs even criticized ScanGroup for having a low NAV/Share upon listing. Whereas ScanGroup shares have grown multiple-fold in price, KQ has DESTROYED Shareholder Value. Bharat cut a deal with WPP to buy shares in ScanGroup for cash at a huge PREMIUM to NAV. He did not sell minority or himself shareholders out.

Compare to KQ.

Question to potential 'new' shareholders. If KQ's Board of Directors can do this to existing shareholders today, how sure can you be the same will not be done to you in 3 years?

Comments? Questions? Please let me know...

100 comments:

Anonymous said...

Hey,what you are saying is true.
But arent Kq just looking for funds to expand which is a noble idea since the arabic airlines are really getting competitive?plus am not sure but I heard before that when issuing rights one is supposed to issue at a lower price than the market price to ensure that everyone takes up their rights.

coldtusker said...

The issue is that local retail shareholders are being ripped off by selling the additional shares in KQ at a HUGE discount to NAV. Look at how Equity, ScanGroup & ARM raised funds for expansion. None sold the shares at a discount to Nat Asset Value.

Anonymous said...

Well put. I see you have put a lot of thought into this.

It really doesnt inspire much to have the CEO/key management not "putting their money where their mouths are". This should be a clear sign to investors as to management's future expectations of the company.

However, it might be a bit unfair to compare KQ to Equity/Scangroup where the Board/Management doubled up as the founders of the company.

My opinion is that they probably wanted to shift the shareholder structure more towards institutional investors and get rid of the "small" guys. WHY? Ideally this would make the share price more stable as institutional investors tend to be more long term? Dont you think?

coldtusker said...

KenolKobil's CEO has options & is not a founder CEO.

As for 'shifting' the ownership to institutions, please note that this should NOT have been at the expense of the wanjiku shareholders who are being forced to give up a KES 50 NAV for an NAV at 20/- at best after the Rights Issue.

KQ has properties it could have entered in to Sale-Leasebacks to provide funding rather than dilute the retail shareholders unable to take up the Rights Issue (16:5) which is onerous.

Anonymous said...

i don't get the point for this rant. why should you be aggrieved that shareholders are being diluted. If they don't take up their shares, then surely they deserve dilution. this is how business works. If money is needed for expansion and the company decides to make a cash call, shareholders must contribute. I don't see the point of constricting the company's growth simply because some shareholders can't take up their shares allotment, for whatever reason.

You also rant about the director'-s remuneration. This is a private company, not a communist country [albeit with a minority govt shareholding]. Employee's negotiate terms in accordance with the industrial scales. So ranting5 about the millions is a non starter.

So the MD doesn't hold shares. Whilst this may be unusual, shouldn't you really judge Naikuni purely on his performance at KQ? In most cases the CEOs are only required to take a few insignifican't shares [even 6 shares sometimes] in a company, esp because they only serve for a limited amount of time. If KQ's the memorandum/articles of understanding allows the CEO to hold zero shares, who are you to be upset about it? unlike in America where shares are part of a CEO compensation through stock options, there is no evidence in kenya that performance by the chief executive is proportional with the amount of shares he holds.

I find this rant wholly uninformed and vexatious, chiefly meant to annoy, but with no real substance behind it.

Anonymous said...

"i don't get the point for this rant. why should you be aggrieved that shareholders are being diluted. If they don't take up their shares, then surely they deserve dilution. this is how business works. If money is needed for expansion and the company decides to make a cash call, shareholders must contribute. I don't see the point of constricting the company's growth simply because some shareholders can't take up their shares allotment, for whatever reason."

Deserve? Where is this guy from? USSR?

Anonymous said...

"So the MD doesn't hold shares. Whilst this may be unusual, shouldn't you really judge Naikuni purely on his performance at KQ?"

Unbelievable! So as an investor your primary concern is what exactly?

Anonymous said...

"If KQ's the memorandum/articles of understanding allows the CEO to hold zero shares, who are you to be upset about it?"

Who taught this guy corporate finance? I don't want my kids anywhere near his teacher!

Anonymous said...

"Unbelievable! So as an investor your primary concern is what exactly?"

Your primary objective as an investor is to profit from a higher share price in the future. Investing in a listed firm should be for a long term. If the shareholders didn't believe in KQ's long term outlook, they had an option to offload their shareholding long before the issue or bring5 a shareholder's suit if they believe they were being treated unfairly.

Anonymous said...

I think cold tusker has a point but at the same time missing the point. I think the issue here is timing given the not so favourable economic climate for wanjiku but we need to bear in mind that if KQ does not act now it will be playing catch up for years to come.

Anonymous said...

how does mgmnt wake up one day and realize that they need to raise 3X market cap،? The planes were ordered many years ago, projecting future demand. Was the financing for the expansion not planned for?

Anonymous said...

this rights isuue was long in coming the tricky part was the ratio of the rights the future is bright for those who hold on even if they did not exercise their rights

Anonymous said...

CT is correct.

As one of the comments asked "what was KQ's management doing for the past 3 years?"

The 787s were delayed for 3 years and this was sufficient time for KQ Board & management to work on a plan.

The problem is the scale of the Rights for the retail investor who stayed with KQ for ages. They did not anticipate that KQ Board (CT says has less than 25,000) to sell the Rights at a 67% to NAV.

bankelele said...

The structure of the del made it very hard for retail shareholders to invest and retain their stake to keep it from being diluted.

The formula of 16 new shares for every 5 owned meant that shareholders were asked to pay 3.2X their shareholding - so if one owned 1,000 shares worth ~Kshs 14,000 ($167), their PAL letter asked them to pay Kshs 45,000 ($542) to take up their full rights.

Anonymous said...

The management has many methods of raising finance that were less detrimental to shareholder value. These include securitization, issue of convertible securities (especially to the unusually keen World Bank) and other innovations. I don't think enough thought went into this issue...

The Baron said...

Well put CT.
And that comment up there, the long angry one...Is that dude really serious? He missed the point entirely.

It sad that the entire board combined has such a low share holding.

coldtusker said...

i don't get the point for this rant. why should you be aggrieved that shareholders are being diluted.

Coz it's a dilution of value. Perhaps you need to read it again

If they don't take up their shares, then surely they deserve dilution. this is how business works. If money is needed for expansion and the company decides to make a cash call, shareholders must contribute. I don't see the point of constricting the company's growth simply because some shareholders can't take up their shares allotment, for whatever reason.

The cash call was 16:5 which is onerous. Explained in the post. Also it was done at a 72% discount to NAV. Enough said.

You also rant about the director'-s remuneration. This is a private company, not a communist country [albeit with a minority govt shareholding]. Employee's negotiate terms in accordance with the industrial scales. So ranting5 about the millions is a non starter.

I did not 'complain' about the remuneration vs the non-ownership in the firm

So the MD doesn't hold shares. Whilst this may be unusual, shouldn't you really judge Naikuni purely on his performance at KQ?

The performance is nothing to write home about. The ROE has been sub-par

In most cases the CEOs are only required to take a few insignifican't shares [even 6 shares sometimes] in a company, esp because they only serve for a limited amount of time. If KQ's the memorandum/articles of understanding allows the CEO to hold zero shares, who are you to be upset about it?

Well, so you want to use the LOWEST DENOMINATOR. Way to go!

unlike in America where shares are part of a CEO compensation through stock options, there is no evidence in kenya that performance by the chief executive is proportional with the amount of shares he holds.

Perhaps performance is not proportional to shareholding but please look at the examples of other Kenyan CEOs & the firms' performance!

I find this rant wholly uninformed and vexatious, chiefly meant to annoy, but with no real substance behind it.

OK. Cheers!

Anonymous said...

Coldtusker lost a frivolous attempt to stop the rights issue in court. Does he know that he has to pay legal costs to kq. These will be based on scale fees and cold be in the tens of millions. Serves him right for trying to be clever.

Anonymous said...

"Coldtusker lost a frivolous attempt to stop the rights issue in court. Does he know that he has to pay legal costs to kq. These will be based on scale fees and cold be in the tens of millions. Serves him right for trying to be clever."

After reading the blog, it seems the 'clever' ones are the politically friendly stockbrokers with an interest, I think KASIB named Standard Investment Bank, in the huge placement commissions from the government.

I have not looked at the Information Memorandum but is it true that Titus Naikuni has no shares in KQ?

I have some shares in Co-op, Equity and Safaricom.

Based on what the blog says:

Safaricom has underperformed but does anyone know if Bob Collymore have significant shares in Safaricom?

Co-Op Bank. I read in today's paper that Muriuki is the largest individual shareholder. This gives me a warm feeling. I have made gains on Co-Op since it listed.

Equity Bank. I am aware that James Mwangi has a large stake and after reading the blog, it makes sense that he will protect his stake as well.

I do not own any shares in ARM, Scanad or Kenol but I will have a look at the past performance.

Kauka said...

Price will definitely dip below 10bob! by mid June. I wonder why CMA allowed KQ to raise capital at such a discount to book value....how would they claim to be protecting shareholder interests...ignore government because the money is wanjiku's meaning the shareholder is effectively wanjiku!

Anonymous said...

all this gibberish uv written ..how will this bring food to my table...how will it help the war in somalia..pliz u have bile with kq usitulete...

Anonymous said...

Naikuni cares zilch about the airline, his focus has been on the Jambo airline, which to me is most primitive idea ever. The profit made by KQ in the first five years of his time were the brain child of one brain davis...Look at the airline now..Frequent delays, Pax luggage left behind ((has happened since 04, which CEO thinks of restructuring while expanding, our kids are being employed now and paid 430 dollars, while expatriates doing the same job are paid 2000dollars....

Anonymous said...

Take a moment to inform yourself so that you dont open your mouth and remove all doubt. I expected to find more substantial info but alas, just baseless arguments. first all airline employees are entitled to free tickets so i dont see why you are talking about directors, and on top of that, they dont fly daily! second, If the CEO isnt required to own shares why shd that be a problem?
In order to make profits a company has to explore the easiest options available thus the rights issue. As for Jambo, KQ isnt the first to have a budget subsidiary. SAA does and this is a result of tightening competition.

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