Monday, October 10, 2011

Reading the Precision Air Tea Leaves

Precision Air (now PLC with a 126 page prospectus at their site) was incorporated as an LLC in 1991. It flies to all major towns in Tanzania Mwanza, Tabora, Musoma, Shinyanga, Kigoma, Kilimanjaro, Zanzibar, Mtwara, Arusha and Dar es Salaam) and internationally to Kenya, Uganda, South Africa, and Comoros. Kenya Airways (KQ) became a strategic investor in 2003, acquiring a 49% stake.

Air Industry: There are 27 air operators in the country, and Precision is the second national carrier of Tanzania with a 59% market share, followed by Coastal Travel 14%, others with 21% and Air Tanzania with 6% (via TAA stats). It is also the only Tanzania carrier operating scheduled international flights and member of the IATA clearing house (ouch!)

Tanzania is a large country with a service industry that contributes 43% to GDP of the country, and id that has increasing air industry opportunities thanks to mining, tourism, but challenges include a lack of staff. Precision has been a local pioneer in e-ticketing (which cost $1 compared to $10 for paper ones), frequent flyer programs and online check-in.

On Offer: Unlike past cross border listing like Bralirwa (Rwanda), Stanbic (Uganda) and Safaricom & Britak (Kenya) which have been available to nationals of all East African countries, the Precision IPO has only Tanzanian and non-Tanzanian categories for retail and corporate investors (no East African category). 51% of the shares are reserved for Tanzania nationals in the case of an over-subscription, Tanzanians can't buy on behalf of non-Tanzanians, and 3% of the shares are reserved for staff of the airline.

If dividends are paid, they are taxed at 5% for both Tanzanians and Non-Tanzanians (shareholders of unlisted companies are charged 10%). Historically, they have paid dividend of about Kshs. 7 million and shareholders equity tumbled in 2011 thanks to a hedging reserve hit of Kshs. 615 million.

58 million new shares are on sale at a price of ~Kshs 29 (TzS 475 each), with a minimum application amount of 200 shares, then multiples of 100 thereafter. The offer runs from 7th to 28th October with results announced on November 11 and listing at the Dares Salaam exchange on December 8 2011.

The IPO has had some delays such as by a small a lawsuit and (threat of) a winding up petition. However the only material litigation mentioned are two (lightweight ones) of a passenger who lost luggage and sued for about $50,000, and some former employees suing for overtime pay of $150,000 which the Precision lawyers note are unlikely to lead to winding up proceedings.

Valuation: With a re-worked earnings per share of 10, the price advised by NIC Capital works to a historical P/E ratio of 50, which is seen as high (see Transcentury [KE] for a similarly listed share)

Cost of Offer: The IPO will cost about Kshs 64 million including payments to Ernst & Young (transaction advisors - Kshs 5M), Orbit (stockbroking - Kshs 3.5M), Stanbic (Receiving bank- Kshs 3M) and the receiving agents (stockbrokers, branches of CRDB, and Stanbic banks all budgeted at Kshs 37M)

Use of Proceeds: hoping to raise about Kshs 1.7 billions (TzS 27 billion or ~ $16 million) and Kshs 700 million will go to fleet expansion, Kshs 400 million for ATR spare parts and the balance in systems, training, equipment and working capital.

Background on Transaction: Michael Shirima, the Chairman had had 1.37 million and KQ 1.32 million shares each. Their shares were split 50 times giving Michael Shirima had 51% (68m) shares and KQ had 49% (66m) and they will retain those shares, alongside the newly created 58 million shares, but which will reduce their holdings to 35.5% and 34.1% respectively

Early partners in the airline's history include Mtengei Materu, Hillary Ngaleku, The Tanzania Venture Capital Fund and East African Development Bank, but at this stage it's only MS and KQ. The company does not own land but has leases from Kilimanjaro Airports Development Company, Kilimanjaro Native Cooperative Union, Quality Plaza Limited and National Insurance Corporation.

Fleet: Comprises 2 ATR 42-320 (All Owned), 4 ATR 42-500 (2 Owned and 2 Leased) 5, ATR 72-500 (All Owned) and 2 Boeing 733: 2 (Leased). ART 42 (4 in fleet) and ATR 72 (5) use 700 litres per hour, with which they fly almost almost 700,000 and forecast flying about 1 million passenger next year. The 737's are maintained by KQ.

Banking: Their arrangements include Citibank ($127 million) who are financing the purchase of 7 ATR aircraft, Stanbic ($6 million) one aircraft and a KCB $6 million) taking over an EADB loan for hangar construction (at Nyerere International airport). They also have letter of credit and guarantee facilities with Stanbic Tanzania.

Human Resource: Precision has 657 staff, but a SWOT in the Prospectus notes that a weakness of the industry is a shortage of pilots and engineers. The Managing Director, Finance, Information Systems and Commercial directors are Kenyans, seconded from KQ who provide manpower development, and training of Precision staff who are attached to KQ. Also at Precision, 4 pilots have been trained from scratch, 12 technicians have been trained at Toulouse by ATR and 5 senior managers are also enrolled in MBA's at Toulouse.

Ground Handling: 150 were employed after the company got approval in 2009 to do their own ground handling - and hope to employ more if they get permission to do the same for other airlines. They do self-handling at Nyerere International Airport (Dar es Salaam) and Kilimanjaro International Airport (Arusha)

Governance: Precision has a lean board with only one independent director and only one committee (audit & risk) that each meets four times a year. As long as they own 20% KQ must be consulted by Precision and agree on the appointment of Managing Director and Finance Director, entry into alliances, new routes, acquisition & disposal of fleet, any issue that dilutes shares, taking on debt. same for MS who holds 20%. KQ and MS have the right to appoint one director for each 10% they have and replace their directors. The IPO also provides for some rights for a minority shareholder who ends up owing 10% shares in the company.

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