Venture Equity Latin America
Transcription
Venture Equity Latin America
WORLDTRADE EXECUTIVE VENTURE EQUITY LATIN AMERICA Despite Macroeconomic Tapering, 2013 PE/VC Confidence Still Strong in Latin America By Linda Zhang (Thomson Reuters) Editor’s Note: This issue will be one of two special editions of VELA in which we will provide detailed analysis on private equity and venture capital activity in the region based on proprietary VELA data from the first six months of the year. This will be provided in lieu of a 2013 Mid-Year Report. Overview The “impressive comeback” of private equity and venture capital activity in Latin America and the Caribbean by the end of 2012 set high expectations for 2013.1 Despite the macroeconomic decline in the region, private equity and venture capital data showed that positive factors from 2012—including the continued attraction of middle class consumers and a spike in Internet and IT deals—carried over to the first half of 2013, driving a healthy rise in investments overall in the region. See PE/VC Still Strong in Latin America on page 2 Mid-Year Review Shows 2013 May be Mexico’s PE/VC Moment By Roberto Charvel (Vander Capital Partners) It is easy getting lost in all the business acronyms and jargon created by an economist or equity analyst in a midtown office in New York. Getting lost has not always proven to be bad for some countries. Think about the BRIC acronym. In his infamous 2001 white paper, Jim O’Neill from Goldman Sachs did not only start the hype around emerging markets, but also marginalized the rest of them including Colombia, Peru, Turkey, Indonesia or Mexico, among others. Without a doubt, the past decade and the 21st century began with China becoming a partner of the World Trade Organization in 2000 and the effect of China’s economic ascent on some countries like Brazil which exported coal, oil and soy to China, fuelling its own growth. However, since 2008-2009, the pieces of the economic puzzle have shifted and some of the ugly ducklings of the past decade seem to be making a comeback. The beginning of 2013 brought good news to Mexico which had been lagging behind other emerging markets. At the end of 2012, Nomura, a Japanese inSee 2013 May be Mexico’s Moment on page 10 November 15, 2013 Volume XII, No. 18 In This Issue ANNUAL REPORT Despite Macroeconomic Tapering, 2013 PE/VC Confidence Still Strong in Latin America 1 Mid-Year Review Shows 2013 May be Mexico’s PE/VC Moment Andean Region Stands Out for Fund Raising Activity 1 17 DEAL MONITOR 4 DEAL AMOUNT PER COUNTRY 9 DEAL MONITOR: MEXICO 14 DEAL MONITOR: ANDEAN REGION 19 INTERVIEWS VC Firm IGNIA Thrives on Base of Pyramid in Mexico 15 ROUND UP 500 Mexico City Unveils Newest Class of Startups; Latin Idea Ventures Backs Mexican Startup Linio; Brazil-based Technology Startup ContaAzul Receives Series B Investment; Multilateral Investment Fund Invests in Innovative Colombian Seed Capital Fund 20 RECENT PRIVATE EQUITY IN LATIN AMERICA Follow @thomsonvela 8 Annual Report PE/VC Still Strong in Latin America Continued from page 1 Within the first six months of 2013, a total of $3.5 billion was invested from 101 transactions, a 96% increase in deal value and 98% increase in deal number from the same period in 2012, suggesting that performance in the region is on the right track for a healthy rise ahead, though perhaps not a record year. Deal-making activity still felt short of peaks in capital from mid-year 2011 by 20% and in 2010 by 43%, yearover-year, when levels reached a record high. Despite the macroeconomic decline in the region, private equity and venture capital data showed that positive factors from 2012—including the continued attraction of middle class consumers and a spike in Internet and IT deals—carried over to the first half of 2013, driving a healthy rise in investments overall in the region. Though Brazil faced a shrinking GDP in 2013, rising inflation, and renewed political unrest, the country’s private equity and venture capital market remained relatively robust. Brazil continued to receive the highest number of private equity and venture capital deals, by far, in the first half of 2013. The coutnry captured 57 deals, or over half of the recorded transactions in the region, matching performance in the same period a year earlier. In addition, total deal value in the country grew from $1.7 billion to $2.3 billion, a 35% increase year-over-year, suggesting the larger financial slowdown and related factors have not deterred investors from opportunities in Brazil just yet. Middle Class Growth Still Key; Internet, Mobile, and IT Reach Record Levels From a macro standpoint, private consumption grew continuously throughout 2012 until it hit a peak at 3.9 percent growth in the final quarter of the year. By the first quarter of 2013, rates dropped to 2.1 percent and has since only slightly improved to 2.3 percent six months into the year. The meager growth has suggested that the hype surrounding the rise of the middle class and its hungry consumers has somewhat calmed down. © 2013 Thomson Reuters/Tax & Accounting Yet, private equity and venture capital data from the first six months of 2013 indicated that investor confidence in the consumer middle class has remained high, relative to other industries, and has emerged in a slightly different form since 2012. Six months ago, e-commerce was the exciting new leader in consumer-related investments, capturing the largest proportion of any single sector, exceeding even energy, a historical favorite. However, two quarters later, while the number of e-commerce deals remained relatively constant—though dropping from 9 to 8 deals in the same period in 2013—Internet, IT, and mobile investments have skyrocketed instead. In the first half of 2013, there were 38 deals captured in Internet, mobile and information technology sectors combined, a 280% increase in deal number from the same period in the prior year when only 10 deals were recorded. The spread in the breakdown among the individual industries was even, with 13 deals each in the Internet and IT sectors and 12 deals in mobile applications. In total, they made up 39% of total deals in Latin America and the Caribbean in the first half of 2013, up from 22% of all deals in the same period in 2012. Infrastructure Sector Thirsty for Private Capital Beyond the technology boom, the 2012 VELA YearEnd Report predicated a rise in infrastructure investments in Latin America and the Caribbean.2 Faced with the rising needs of the middle class as well as the upcoming 2014 World Cup and 2016 Olympic Games, data showed that the region is thirsty for capital to support its infrastructure growth, increasingly seeking private sources. Brazil, Mexico, and Haiti took on a total of seven investments from private equity and venture capital firms, a jump from no investments in the same period in 2012. The infrastructure fund managed by Goldman Sachs agreed to acquire an 18.7% stake in Red de Carreteras de Occidente, which runs approximately 760 kilometers of highways in Mexico. In addition, BNDESPar, the private equity arm of the national bank of Brazil, agreed to acquire Triunfo Participações e Investimentos, a Brazil-based infrastructure firm engaged in the operation of highways. November 15, 2013 Annual Report Paul Capital’s Duncan Littlejohn, who directs the firm’s Latin American operations, said, “There’s a large infrastructure deficit that’s being addressed and is attracting a lot of capital to the region”. He also noted that most of the private equity investments he sees target Brazil or Mexico, the two countries experiencing the most recent political and financial reform. Other countries beyond Brazil and Mexico have expressed a need for private capital in building infrastructure projects as well. “Private equity and private-public partnerships are needed, particularly for infrastructure [in Peru],” said the former President of Peru Alejandro Toledo during an exclusive interview with VELA. “If we diversify the economy, and if we continue growing, we need to attract capital investments for infrastructure, roads, airports, in order to be competitive in the world.” “Now, investors are realizing that if you don’t grow the early stage end of the financing chain, you will run out of mature companies with the right strategy, corporate governance and financial transparency to invest in,” she noted. A case in point, in April, the MIF provided $5 million to NXTP Labs, the leading seed fund accelerator in Latin America. The Labs invest up to $25,000 in each of their selected start-ups in return for small stakes of between 5% to 10%. Largest Assets Reach Higher Peak than Last Year In the first half of 2013, large assets grew in both size and number compared to performance in the same period in 2012. In particular, the healthy rise shows prominent investors—like Gávea Investimentos, Actis, and General Atlantic—are maintaining their See PE/VC Still Strong in Latin America on page 4 Regional VC Deals Take Center Stage After Brazil and Chile, regional deals captured the largest proportion of deal dollars with $181 million from eight deals in the first half of 2013, compared to merely $3.2 million raised from six deals in the same period a year ago. The number of regional deals has consistently increased each year for the past five years. All the deals, expect for one in education, fell in the e-commerce or technology sector, highlighting the expansion of the technology sector across the region. Leading venture capital firms took an active role in driving the number of early stage investments, indicating the newfound and likely sustained interest in this small but growing venture capital sector. The most active firm was the well-known Kaszek Ventures, which invested in five deals, including three in Brazil and two in Chile. Also in the spotlight this semester was Monashees Capital, which made three investments in Brazil, and Rocket Internet which invested in two Brazilian technology startups. To further confirm the attention that venture capital is drawing in the region, this was the first time in recent history that all completed regional deals in the first half of the year were in venture capital rather than private equity. Susana Garcia-Robles, the Principal Investment Officer at the Inter-American Development Bank’s Multilateral Investment Fund (MIF) pointed out that previously, Latin America depended on its most consolidated industries—namely, private equity—and “it was hard to find angel investors, seed funds, and venture capital funds.” VENTURE EQUITY LATIN AMERICA Venture Equity Latin America Published by WorldTrade Executive, A Part of Thomson Reuters Thomson Reuters/Tax & Accounting - R&G. Customer Service Dept. PO Box 966, Fort Worth TX, 76101-0968 Tel: (817) 332 3709 Email: rg.customerservice@thomsonreuters.com Publisher: Gary A. Brown gary.brown@thomsonreuters.com Editor: Linda Zhang linda.k.zhang@thomsonreuters.com Assistant Editor: Heather Martel heather.martel@thomsonreuters.com Correspondents: Elizabeth Johnson eaj2004@gmail.com Dan Weil danweil60@gmail.com Venture Equity Latin America is published 20 times a year by WorldTrade Executive, a part of Thomson Reuters. Venture Equity Latin America is a trademark of Thomson Reuters. All Rights Reserved. Entire contents copyright 2013 by Thomson Reuters/Tax & Accounting. Reprinting, transferring or forwarding contents, in whole, or in part, is a violation of federal and international copyright laws. To order or for questions, please call (817) 332-3709 and ask for Subscriber Services. © 2013 Thomson Reuters/Tax & Accounting Annual Report PE/VC Still Strong in Latin America Continued from page 1 • General Atlantic’s investment in SMILES, a subsidiary of Brazilian airline GOL Linhas Aéreas Inteligentes, for $200 million in April • General Atlantic’s minority acquisition of XP Investimentos, a leading independent brokerdealer and financial supermarket in Brazil for $170 million in February • The acquisition of equity in infrastructure company Triunfo Participações e Investimentos by BNDESPar, the investment arm of the Brazilian Development Bank, for $166 million in April • Global Equity’s $100 million investment in Native, a producer and processor of fish products, in February appetite in the region. Among the 45 disclosed deals recorded by mid-year 2013, 9 or 20% surpassed $100 million in individual values, two more deals than recorded in the first six months of 2012. Combined, large assets of over $100 million made up nearly $3 billion, or 81% of all capital invested in the region in 2013 so far, or about twice the total value of the same pool of largest assets in the first half of the prior year. The 9 investments over $100 million completed by mid-year 2013 include: • The joint investment of $700 million in rental car company Unidas by Gávea Investimentos, Vinci Partners, and Kinea Investimentos in Brazil in June • Initial Capital, 500 Startups, Rhodium, e.Bricks Digital’s investment in Brazilian video advertising company Samba Ads of $500 million in February • Larrain Vial’s investment of $500 million in Cruz Blanca Salud in Chile through its Larrain Vial Global Private Equity Fund in January • Emerging markets private equity firm Actis’s acquisition of a 60% stake in Chilean wind and solar energy provider Aela Energía in June • International Finance Corporation’s investment of $225 million in Chile’s CorpBanca through its IFC African, Latin America and Caribbean Fund in February A Healthy Rise in PE/VC Ahead Despite signs of macroeconomic decline, industry experts throughout the first half of 2013 have expressed their sustained interest in private equity and venture capital opportunities in Latin America and the Caribbean. The data from the first half of the year—the hike in deal value and number along with the shifting spotlight to Internet, IT, mobile sectors—has confirmed that the region is experiencing a healthy intake of capital and attention that will set a positive foundation for the rest of the year. o 1 2012 VELA Year-End Report, 5. 2 2012 VELA Year-End Report, 2. Deal Monitor: 1H2013 (by investor) Investors Fund Portfolio Company Investor Type Amt° Stake Country Industry Other Investors Date 3i Group, Siguler Guff & Óticas Carol VC 54.8 Brazil 500 Startups Runrun.it VC 1 Brazil Abril Participações Rock Content VC 0.5 Brazil Accion International Salud Facil VC Actis Aela Energía PE Company, Neuberger Retail Mar 2013† Berman Information May 2013† Technology (SaaS) Digital News Internet (content Ventures, Napkn marketing) Ventures, e.Bricks May 2013† Digital Cruzeiro do Sul Actis Mexico 290 60.00% Chile 50.00% Colombia PE Brazil Alianza Fiduciaria Educacional Advent International ALSTIN, Lakestar Natue VC 8 Brazil Ondore VC 1.5 Mexico ZoeMob VC 0.5 Brazil Alta Ventures Mexico Altivia Ventures Alta Ventures Mexico PE © 2013 Thomson Reuters/Tax & Accounting Financial Services (affordable credit) Energy (wind and solar) Education May 2013† Mainstream Renewable Power May 2013† (universities) Financial Services E-commerce (health Jun 2013* Jun 2013† products) Information Mar 2013† Technology (big data) Mobile (family safety) Jun 2013† e.Bricks Digital (RBS Group) Apr 2013† November 15, 2013 Annual Report Anjos do Brasil, Redpoint e.ventures, Altivia Ventures Startupi VC 0.3 Brazil Internet Initial Capital, Mountain do Brasil, Apr 2013† Trinidad Anjos do Brasil Atomico, W7 Capital Axon Capital Amerigo Colombia Ventures Axon Capital Amerigo Colombia Ventures Startupi Bebe Store VC VC RedSeguro VC Colombia ClickDelivery VC Colombia PE Brazil Knijnik Integrated Axxon Group Engineering Brazil Brazil 10.2 Internet E-commerce Internet (car Investements Mar 2013† Mar 2013† May 2013† insurance platform) Internet (restaurant May 2013† platform) Information Feb 2013† Technology (integration) Banco Nacional de Desenvolvimento Economico e Social Granbio Investimentos PE Integra Arrenda PE 15.00% Brazil Energy (ethanol) May 2013† Mexico Transportation Feb 2013† Brazil Infrastructure Apr 2013† Brazil Consumer (adhesives) May 2013† (BNDES) Beamonte Investments Triunfo Participações e BNDESPar Investimentos PE 166 BTG Pactual Principal CCRR Participações Investments Investment Fund Calera Capital Management Calera Capital Partners IV Ironshore PE 32.70% PE Bermuda Financial Services Feb 2013† (insurance) Great Oaks Venture Capital, Nexus Venture Partners, Regional Capital Indigo Assured Labor VC 5.5 (Mexico, Mobile (job search) Brazil) Kima Ventures, Enzyme Venture Apr 2013† Capital, Fabrice Grinda and Jose Marin Capital International, Capital International Private Acon Investments Equity Fund VI Vetra Energia, S.L. PE Colombia Energy (oil) Jun 2013† Cartesian Capital Group Grupo MetroNet PE Mexico Internet (data center) Mar 2013† China Fishery Copeinca PE Peru Confrapar Fundo Horizonti Illusis PE 2.3 Brazil Confrapar Fundo Horizonti Starline Tecnologia PE 1.5 Brazil Agriculture (fishing Feb 2013† business) Mobile (game developer) Jun 2013† Information Technology May 2013† (educational software) Darby Overseas Colombia Transportation Investments Infrastructure Fund Darby Latin American Darby Private Equity Mezzanine Fund II Intertug PE Alta Rail Technology PE DLM Invista OpenTech PE Draper Associates Safer Taxi VC Colombia 15 Brazil 10 Brazil Chile Transportation Feb 2013† Technology (rail May 2013† services) Information Mar 2013† Technology (logistics) Mobile (taxi service Feb 2013† app) ru-Net, Kai e.Bricks Digital e.Bricks Early Stage Juv&You VC Brazil E-commerce Schoppen, Florian Jun 2013† Otto Emergence Capital Quasar Ventures Partners VC 5.4 Regional Technology Mar 2013† VC 8.21 Mexico Food and Agriculture Jan 2013† Procesamiento Endeavor Catalyst Endeavor Catalyst Especializado de Alimentos FIR Capital Partners First Reserve Clube de Autores First Reserve Energy Renovalia Reserve joint Infrastructure Fund (FREIF I) venture PE Brazil PE Mexico Consumer (book Apr 2013† printing services) Energy (wind) Renovalia Energy Apr 2013† Thrive Capital, Initial Flybridge Capital Partners Pitzi VC Brazil Mobile (phone insurance) Capital, Fabrice Grinda and José Apr 2013† Marin, João Alceu Amoroso Lima Fundo Pitanga I.Systems PE Gávea Investimentos Energisa PE Gávea Investimentos Camisaria Colombo PE Brazil Cell Site Solutions PE Brazil Gávea Investimentos, Goldman Sachs Brazil 10.72% Brazil Business Processes Energy (electric power distribution) Retail (menswear) Wireless Communications (mobile phone Mar 2013† Jun 2013† May 2013† Feb 2013* towers) VENTURE EQUITY LATIN AMERICA © 2013 Thomson Reuters/Tax & Accounting Annual Report Gávea Investimentos, Unidas PE 701.3 General Atlantic SMILES S.A. PE 202 Brazil General Atlantic XP Investimentos PE 171 Brazil Gerbera Capital Guadalajara PE Native PE Vinci Partners, Kinea 65.25% Brazil Investimentos Global Equity Goldman Sachs & Co GS Infrastructure Partners GP Investments GP Capital Partners V GP Investments GP Capital Partners V Red de Carreteras de Occidente Empresa Brasileira de Agregados Minerais Cor do Brasil (Beleza Natural) Mexico 102 PE Brazil 18.70% PE 50.4 PE 32 Mexico Brazil 33.00% Brazil Transportation (rental Jun 2013† car company) Transportation Apr 2013† (airlines) Financial Services Real estate (mixed Feb 2013† Apr 2013† housing) Agriculture (fishing Feb 2013† business) Infrastructure Jun 2013† (highways) Natural Resources Feb 2013† (mining) Retail (beauty Jun 2013† institute chain) Financial Services Feb 2013† GTCR Golder Rauner Ironshore PE Bermuda HFPX Holding ProveAgora Procesamiento VC Brazil (insurance) E-commerce Especializado de VC Mexico Food and Agriculture Jan 2013† Haiti Infrastructure (water) May 2013† IGNIA Partners IGNIA Fund I 8.21 Apr 2013† Alimentos InfraVentures (World dloHaiti Bank Group) VC Flybridge Capital Partners, Thrive Initial Capital Pitzi VC Brazil Mobile (phone Capital, Fabrice insurance) Grinda and José Apr 2013† Marin, João Alceu Amoroso Lima Initial Capital, 500 Startups, Rhodium, Samba Ads VC 500 WebRadar PE Geofusion PE CorpBanca PE 224.5 Brazil e.Bricks Digital Intel Capital Intel Capital International Finance IFC African, Latin America Corporation and Caribbean Fund International Finance Brazil Brazil Chile Internet (video Feb 2013† advertising) Information Feb 2013† Technology (big data) Internet (big data) Mar 2013† Financial Services Feb 2013† (bank) Corporation Kaszek Ventures dloHaiti VC 3.4 Haiti Infrastructure (water) May 2013† Compara Online VC 5 Chile Internet Mar 2013† Kaszek Ventures Eventioz VC 1.5 Brazil Kaszek Ventures GetNinjas VC Brazil Internet (event Jun 2013† planning platform) Internet (services Otto Capital, platform) Monashees Capital Apr 2013† Flybridge Capital Partners, Thrive Kaszek Ventures Pitzi VC Brazil Mobile (phone Capital, Initial Capital, insurance) Fabrice Grinda and Apr 2013† José Marin, João Alceu Amoroso Lima Kaszek Ventures Safer Taxi VC Kinea Investimentos Grupo ABC PE 84 Brazil Kinea Investimentos Delfin Group PE 34 Brazil Nephila Capital PE Cruz Blanca Salud PE dloHaiti VC Kohlberg Kravis Roberts & Co Larrain Vial SA Larrain Vial Global Private Corredora de Bolsa Equity Fund Leopard Capital Leopard Haiti Fund Linzor Capital Partners Linzor Capital Partners Macmillan Digital Education Linzor Capital Partners II Chile 24.90% 500 Bermuda Chile Haiti Coboe (Farmashop) PE Uruguay R2 Energy Solutions PE Colombia Easyaula Macmillan Digital Veduca Servicos em Education Tecnologia da Educacao Mercatto Amor aos Pedaços VC Brazil VC PE © 2013 Thomson Reuters/Tax & Accounting Brazil 33.00% Brazil Mobile (taxi service Feb 2013† app) Consumer (advertising) Health (diagnoses provider) Financial Services (invesment manager) Financial Services (insurance) Infrastructure (water) Retail (pharmacy chain) Energy (oil and gas) Education (online video platform) Education (online video platform) Food and Agriculture (chocolates) Apr 2013† Pátria Investimentos May 2013† Jan 2013† Jan 2013† May 2013† Jan 2013† May 2013† Feb 2013† Feb 2013† Mar 2013† November 15, 2013 Annual Report Mercatto Laticínios São Vicente PE Miyamoto International dloHaiti VC Modal Private Equity Modal's Óleo & Gás FIP 50.00% Brazil Infrastructure (water) Brazil Energy (oil and gas) Georadar Group PE EDUK VC Brazil Monashees Capital Runrun.it VC Brazil Monashees Capital GetNinjas VC Brazil NXTP Labs VC dloHaiti Grupo Educativo Cead Fund (MIF) 5 Apr 2013† (dairy) Haiti Monashees Capital Multilateral Investment 50.1 Food and Agriculture May 2013† Feb 2013† Education (online May 2013† instruction) Information May 2013† Technology (SaaS) Internet (services Otto Capital, Kaszek platform) Ventures Apr 2013† Regional Technology Apr 2013† VC Haiti Infrastructure (water) May 2013† PE Mexico Netherlands Development Finance Company (FMO) Newgrowth Fund Otto Capital GetNinjas VC Otto Capital Safer Taxi VC Paul Capital Ideaiasnet PE Resource Capital Funds Provale PE Rocket Internet Latin America Internet Holding Rocket Internet Santander Brazil Equity Investments 3 Brazil Chile 40 18.20% Brazil Brazil Easy Taxi VC 15 Brazil Airu Produtos Criativos VC 2.5 Brazil Ambievo PE 23.00% Brazil Education Feb 2013† Internet (services Manoshees Capital, platform) Kaszek Ventures Mobile (taxi service Apr 2013† Feb 2013† app) Information Mar 2013† Technology Natural Resources Mar 2013† (mining) Mobile (taxi service Jun 2013† app) E-commerce (retail) May 2013† Industrial (natural May 2013† decontamination) Regional (Mexico, Santo Domingo Group Linio VC 32 Colombia, E-commerce Apr 2013† E-commerce Feb 2013† Peru, Venezuela) Regional (Mexico, Summit Partners Linio VC 26.5 Colombia, Peru, Venezuela) Technology Crossover OpenEnglish Ventures VC 65 Regional Education (online Apr 2013† instruction) Regional (Mexico, Tengelmann Linio VC 20 Colombia, E-commerce Feb 2013† Peru, Venezuela) Terranum Capital Terranum Capital Terranum Capital Real Estate Fund I PE Peru (affordable residential Graña y Montero Jan 2013† housing) Terranum Capital Real Estate Fund I Real estate Argentina Aceros Real estate (middleCarabayllo PE Peru income residential housing) Líder Grupo Constructor Jan 2013† Flybridge Capital Partners, Initial Thrive Capital Pitzi VC Brazil Mobile (phone insurance) Capital, Fabrice Grinda and José Apr 2013† Marin, João Alceu Amoroso Lima TMG Capital Fundo TMG NeuroTech PE GoodData VC Brazil Information Apr 2013† Technology (software) Andreessen Horowitz, Totvs Ventures 22 Regional Technology (software company) General Catalyst Partners, Next World Jun 2013† Capital, Tenaya Capital Mobile (business Totvs Ventures Vertex Real Estate uMov.me 1.6 20.00% Brazil Guadalajara PE Mexico Vox Capital Wpensar VC Brazil WAMEX Private Equity Productos Medix PE CASA Exploration PE Investors Vertex Real Estate Fund I VC Warburg Pincus 32 Mexico Regional Feb 2013† management solutions) Real estate (mixed Apr 2013† housing) Education (software) May 2013† Health Feb 2013† (pharmaceutical) Energy (oil and gas) Mar 2013* Total $3.5 Billion Invested (via 101 transactions -- 45 disclosed in 1H2013) Total $3.5 Billion Committed (via 105 transactions -- 45 disclosed in 1H2013)² Source: VELA Data VELA Notes (applies to all charts throughout report): °All amounts given are in millions US$ unless otherwise noted. Amounts initially reported in local currencies were translated to *Deal announced †Deal closed ²This includes recorded transactions that have been publically announced, but not completed as of Jun 31, 2013. VENTURE EQUITY LATIN AMERICA © 2013 Thomson Reuters/Tax & Accounting Annual Report Recent Private Equity Activity in Latin America (1H03-2012) Currency=USD millions Year 1H2003 2003 1H2004 2004 1H2005 2005 1H2006 2006 1H2007 2007 1H08 2008 1H2009 2009 1H2010 2010 1H2011 2011 1H2012 2012 1H2013 Deals $213 $822.00 $358.50 $609 $551.09 $1,015 $1,538 $4,264 $2,295 (47 transactions) $7,545 (84 transactions) $1, 656.5 (26 transactions) $3,086.1 (34 transactions) $1,307.05 (29 transactions) $2,839.6 (67 transactions $6,210 (63 transactions) $17,200 (119 transactions) $4,400 (39 transactions) $5,517 (84 transactions) $1,791.08 (51 transactions) $11,555.38 (143 transactions) $3,514.72 (101 transactions) © 2013 Thomson Reuters/Tax & Accounting Funds $258 $416.85 $108.24 $714.00 $341 $1,272 $291.20 $3,209 $1,497 (20 closings) $4,654 (29 closings) $1,981.2 (17 closings) $5,780.9 (25 closings) $2,176.5 (18 closings) $5,034 (40 closings) $4,747 (27 closings) $7,800 (37 closings) $6,900 (20 closings) $12,966 (40 closings) $1,672 (13 closings) $3,957 (36 closings) $3,103.85 (19 closings) Exits $213 $1,098.20 $404.53 $662.23 $720.00 $1,494 $1,966 $3,109 $1,573 (22 transactions) $5,407 (43 transactions) $958.1 (5 transactions) $1,267 (10 transactions) $2,600 (7 transactions) $3,543.01 (16 transactions) $5,238 (16 transactions) $7,930 (34 transactions) $7,100 (18 transactions) $8,329.9 (25 transactions) $3,632.35 (10 transactions) $3,884.52 (16 transactions) $1,144 (9 transactions) Source: VELA Data November 15, 2013 Annual Report Deal Amounts Per Country (1H2009-1H2013) Country Argentina Barbados Belize Bermuda Bolivia Brazil Cayman Islands Chile Colombia Costa Rica Dominican Republic Ecuador El Salvador Guatemala Guyana Haiti Honduras Jamaica Mexico Panama Peru Paraguay Puerto Rico Regional Trinidad & Tobago Uruguay Venezuela Total # Deals 2 10 (Financial Info. Available) 1H2009 $ millions 73.7 1029.8 2 2 3 2 5 1 1 1 29 18 NA NA 30.75 12 36 1 20 400 $1,307.50 1H2010 # Deals $ millions 6 10 1 550 33 2102 3 3 1 1 1 8 3 3 63 39 1161 212 NA NA 120 165 1500 390 $6,210 1H2011 # Deals $ millions 3 957 1 NA 2 NA 15 3120 1 2 2 7 2 3 1 39 18 NA 1.3 345 2.4 NA 12.85 0.5 $4,400.00 1H2012 1H2013 $ millions # Deals $ millions # Deals 2 1 3 NA 3 29 1665.38 57 2260.5 1 NA 3 86.5 7 1019.5 1 35 5 5 3.4 1 NA 3 NA 12 49.92 1 NA 1 NA 3 6 3.2 8 181.4 1 51 $1,791.08 101 $3,514.72 21 45 Source: VELA Data THE INTERNATIONAL TAX TOOLS YOU NEED TO GET YOUR JOB DONE New from Thomson Reuters Checkpoint®, Orbitax Essential International Tax Solutions provides you with everything you need to complete your global tax requirements quickly, easily and with greater confidence — all in one place. You’ll get comprehensive tax rate data, compliance tools, robust worldwide tax calculation and optimization software and so much more. To learn more or get a FREE trial today, call 1.800.950.1216 or visit yourcheckpoint.thomsonreuters.com/dashboard TAX & ACCOUNTING © 2012 Thomson Reuters. Checkpoint is a registered trademark of Thomson Reuters (Tax & Accounting) Inc. Other names and trademarks are properties of their respective owners. VENTURE EQUITY LATIN AMERICA © 2013 Thomson Reuters/Tax & Accounting Annual Report 2013 May be Mexico’s Moment Continued from page 1 vestment bank, and the Financial Times started a much-awaited change of sentiment towards Latin America’s second largest economy. Part of the change pointed to the increase in Chinese labor costs resulting in the relocation of manufacturing back to Mexico due to its proximity to the U.S., still Mexico’s largest foreign market. Private pension funds (similar to the Chilean model) also started in 1997. By now, they manage close to $170 billion and the potential role of these assets was not included in the rules of the Mexican board. The new reforms bring a series of structural changes that are focused on getting Mexico to reach a growth rate of 5.5% by 2015. Part of the favorable press also came from the improvements seen in Mexico’s fiscal environment including historically low inflation and close-to-zero budget deficits. These reforms will not only help Mexico become more competitive, but also open several industries for private investments for the first time in over 70 years. These industries include but are not limited to oil & gas and energy, which are both in dire need of investment and skilled managers that could benefit from private equity investors. Even while the economic factors have existed all along, it often takes the release of a positive investment bank report to coax investors into becoming interested in a specific market, like Mexico. The main highlight of Mexico’s recent rise in Latin America has been a series of recent constitutional reforms since the arrival of the PRI. Positive Fiscal Reforms in Mexico The main highlight of Mexico’s recent rise in Latin America has been a series of recent constitutional reforms since the arrival of the PRI, a center party which was once in power for over 70 years, after 12 years of the right-wing PAN in office. From a business perspective, these reforms have not been publicized in detail in the mainstream press, and when they are mentioned, there is little analysis of their potential impact on the economy and in this case, the private equity industry. To put these reforms in perspective, it is important to keep in mind that ever since the PRI lost the majority in congress in 1997, not a single constitutional reform had been passed. In a way, Mexico lived with a regulatory framework that lacked the latest changes in the global economy including the spread of the Internet or emergence of China, for example. 10 © 2013 Thomson Reuters/Tax & Accounting Since December 2012, when President Enrique Peña Nieto (EPN) came to office, seven major regulations have been discussed, passed or in the pipeline to be approved both by congress and the senate, which would fuel a “Mexican moment” supported by structural reforms and not merely an investment banking report. The reforms include: labor, education, competition, telecom, finance, energy and fiscal constitutional legal changes. These reforms will not only impact Mexico’s economic core, but also come at a defining moment, a time of global uncertainty where few countries are being able to achieve change, helping to drive more foreign interest to the country. Labor and Education Reforms Without going into too much detail, the labor reform will make hiring and firing people easier, bringing much needed flexibility to the job market. The education reform is potentially the most important of them all. Mexico spends around 5.5% of the GDP on education (close to the average in the U.S. or OECD countries); however, 90% of the money is used to go to salaries or union demands, resulting in an underdeveloped and slow-adapting education system. Among the new rules, teachers will be rated yearly with an up-orout system (those that fail will still be able to get administrative jobs at schools). This has not been accomplished in Argentina, Chile or Colombia. November 15, 2013 Annual Report Competition and Telecom Reform Energy Reform The competition reform will break monopolies or oligopolies that plague the Mexican industrial organization. After the privatizations of the early 90s, Mexico has struggled in many cases due to the ever-powerful oligopolistic forces, which had as a poster boy, Mr. Carlos Slim, the richest man in the world and the controller of 80% of the cell phone traffic in Mexico. The oil & electricity reforms will open up the sectors to private investment. The objective of the reform is to increase productivity, explore new oil fields as well as monetize gas reserves. PEMEX has accounted for 30% of the government’s income. PEMEX has become inefficient, with not enough available capital to replenish exploited reserves and with a sub-optimal union. Something similar will happen with the energy industry controlled by the State and that will welcome private investment potentially backed by private equity investors. No firm will be able to have 50% of any market after the reform is passed. The competition reform and the way the state telecom concessions will work will bring much needed change and competition to a stagnant and expensive sector. However, this reform will impact many other sectors such as cement—likely causing Cemex to struggle—and even the baking industry in which Mexico’s Bimbo, the largest baker in the world, has close to no competitors in Mexico. All of these industries have natural barriers of entry through high capital requirements that can be overcome through private equity investments. Financial and Fiscal Reform It should not come as a surprise that there is also financial reform. After the Tequila crisis in 1994, the government created a bad loan bank to avoid bankruptcy of the banking sector. In 1997, the government accepted foreign ownership of banks and by now, the industry has all the most prominent names in the world. The Mexican financial sector did not suffer in the aftermath of the 2008-2009 crisis, because it is wellcapitalized, mainly as it does not provide credit. A report published in 2012 shows how the Mexican banking industry provides less credit to firms than the average country in Latin America. In 2011, the total amount of outstanding bank loans to firms was less than $80 billion with only 13% going to non-large firms. The number is surprisingly small for an economy well over a trillion dollars. From an investor’s perspective, fiscal policies are always a complicated topic. The proposed fiscal reform seems to tax the captive taxpayer more. About 60% of the workforce in Mexico is outside the formal economy (by informal economy, we mean people not paying taxes except for VAT). The informal labor force performs tasks that are impossible for the fiscal authority to track such as selling food on the street and looking after parked cars. VENTURE EQUITY LATIN AMERICA The oil and gas reform will create a fiscal gap that will result in higher taxes for the middle class for additional fiscal revenue created by a more dynamic and faster growing economy. Investors are particularly concerned about the disappearance of consolidation as a fiscal strategy as well as a new 10% tax over dividend’s payments. The new reform also includes capital gains in the stock exchange, which are a norm in the rest of the world. 2013 Mid-Year PE/VC Overview Private equity and venture capital activity in the first half of 2013 has drawn Mexico into the spotlight. The number of deals in Mexico rose from four to 12 deals, an increase of 67% from the first half of 2012, year-over-year. While no financial information was available in the first six months of deals in Mexico in 2012 , four disclosed deals rounded the value of investments in Mexico to $50 million in the first half of 2013. Though this was a significant jump from a lull in deal activity in Mexico in 2011 , the total value of deals created in the first half of 2013 makes up only about one-third of the value recorded in the exceptional first six months of 2010 in Mexico. Despite the increase in activity over the past two years, Mexico, in terms of deal-making, still lags behind Brazil, the largest economy in Latin America, even amidst slower macroeconomic growth. Yet, four aspects set Mexico apart from Brazil as well as the rest of the Latin American region, which suggest that the upcoming few years may witness Mexico’s moment for private equity: more opportunity for exits, public trades, growing support for venture capital firms, and a rising seed capital industry. See 2013 May be Mexico’s Moment on page 12 © 2013 Thomson Reuters/Tax & Accounting 11 Annual Report 2013 May be Mexico’s Moment Continued from page 11 Distinct Liquidity Market for Real Estate Sector Unlike Brazil, private equity, not the stock exchange, finances real estate developments in Mexico. The income producing real estate portfolios created since the mid-90’s in Mexico have changed hands several times between different fund managers and since 2011, have been able to reach the stock exchange through a similar REIT structure known as Fibra. One of the most exciting things about the entrepreneurial ecosystem and the sustainability of the private equity funding cycle is the fact that the Mexican government through a fund managed by Nafin and the Inadem have created LPs to invest in seed capital funds. The Fibra sector has raised $6 billion since 2011 and has exited several private equity-backed portfolios, including CPA, G&E, Kimco, Prudential and Vesta’s industrial portfolios. Most notably was the sale of all the assets in MRP’s funds as well as the management company performed by MRP (a private equity retail development company initially backed by Sam Zell) through Fibra Uno for close to $2 billion in the first half of 2013. Prologis, a U.S. logistics real estate firm will most likely list its Mexican assets developed through private equity vehicles in the Mexican stock exchange in late 2013 or early 2014. Public Trades In Mexico, exits of private equity-backed companies through the public stock exchange are growing popular. Volaris, a low-cost airline became public in September. Before Volaris, City Express, a business hotel operator, also became public. Historically, there are several other examples of firms with private equity investments that have become publicly traded : 12 © 2013 Thomson Reuters/Tax & Accounting Financial Institutions: • Banorte • Banregio • Compartamos • Credito Real • Procorp Retail: • Famsa • Gomo • Sports World Real Estate: • Consorcio Hogar • Homex Other Industries: • Genomma Lab • Promotora Ambiental • Maxcom Growing Support for VC Firms The Mexican government through Nafin, a development bank, created a venture capital fund of funds called Mexico Ventures I. Though the fund has not been very active or is yet to be fully committed, the move indicates that the government is growing keen to support the venture capital industry in Mexico. These new players include Capital Indigo, which performed an investment in the first half of 2013, as well as Adobe Capital. Even when the fund of funds was started by the previous administration, the current one has created a National Institute for Entrepreneurs or INADEM for its name in Spanish, which will continue supporting the VC industry. A Rising Seed Capital Industry One of the most exciting things about the entrepreneurial ecosystem and the sustainability of the private equity funding cycle is the fact that the Mexican government through a fund managed by Nafin (Fondo de Co Inversion de Capital Semilla) and the Inadem have created LPs to invest in seed November 15, 2013 Annual Report capital funds. These funds will become the first line of investors to source good entrepreneurs, help them become more institutionalized and prepare them for VC investments who in turn will probably source them to private equity funds before they go into the stock exchange. Some of the previously described trends can be found in the Fund Monitor. The table describes firms raising funds. Nexxus, Mexico´s private equity leading manager is raising its sixth fund. Also EMX was able to close their first fund. EMX´s management team is the former Carlyle Group Mexican team. Evercore Mexico also raised its third private equity fund. This fundraising activity suggests the health of the industry: underperforming teams and funds would not be able to raise subsequent funds. There are two other interesting funds in the table. One is Jaguar. Jaguar was founded by Eric PerezGrovas. Eric is a proven entrepreneur, a member of the founding team of Mercado Libre. After a liquidity event, Eric was investing in early stage internet initiatives and decided to create his own investment management company. There are other important fund raising initiatives. Angel Ventures Mexico, an angel investment club, is in the fund raising process of a co-investment vehicle. Also in the early stage arena, 500 Start Ups Mexico formerly known as Mexico VC is in the fund raising process of a seed capital. Finally, Venture Institute a former seed capital manager is in the fund raising process of a VC fund. There is one more seed capital fund in the fund raising process. The firm is called InventMx and has created a lot of expectation in the market for several reasons. A media conglomerate has committed more than 50% of the equity of the fund. This is the first event of its type in Mexico. Most of the funds either have commitments from individuals or government funds. The other relevant aspect of InventMx is that its founder was a successful Internet entrepreneur. Similar to the founder of Jaguar, he is also related to the Endeavor network in Mexico. Looking Ahead The Mexican stock exchange makes up only 40% of the country’s GDP, a relatively small proportion compared to 117% in Chile or 119% in the U.S. One of the reasons for this difference is that in most VENTURE EQUITY LATIN AMERICA other economies in the world, oil and gas sectors as well as energy firms are listed. The new regulations will eventually allow Mexico to do the same, but first, the firms in these sectors need to be created, opening up an incredible opportunity for private equity investments. Already indicating interest, Temasek, a Singaporean sovereign wealth fund, became the lead player in a $250 million round of funding for a new company that is buying service firms in the oil & gas industry. In 2012, Evercore’s Mexico private equity arm also took part in an investment in the oil & gas industry. On the energy front, firms will continue investing in cogeneration—also known as heat and power (CHP) systems—but will potentially start distributing electricity as well, which would be a new industry in Mexico. Based on recent successful exits, the Mexican energy industry will continue to prove its attractiveness. For example, Sempra, a California-based energy firm conducted an IPO of its Mexican subsidiary and the private equity firms Conduit and First Reserve have also seen positive divestments. In the future, there could be several energy companies creating and distributing cheaper and cleaner electricity, fueling Mexico’s growth. The usual suspects, Mexican oligopolistic groups as well as foreign firms, will come into the space, but there will be enough space for private equity strategies as well. Several other sectors will become attractive. Telecom, a historical darling for private equity worldwide, will finally become interesting for private equity investors again. Soon after the privatization in the early 90s, firms like Blackstone or Hicks Muse invested in the sector with unimpressive results. Hopefully, investments in the sector will now be profitable by weakening the market power of the existing oligopolistic structure of the sector. Apart from the new rules in these industries, the labor, education and financial reforms will create a new institutional framework, which will help investments in the country become more flexible and find more and cheaper leverage, situations that potentially will increase the returns of the industry. Of particular interest for private equity will be to understand the new regulations to be See 2013 May be Mexico’s Moment on page 14 © 2013 Thomson Reuters/Tax & Accounting 13 Annual Report 2013 May be Mexico’s Moment Continued from page 13 proposed for Mexican pension funds, which manage close to $170 billion. These funds do not pay managers based on performance and managers cannot invest directly in private equity vehicles. 5% in domestic private equity funds and 5% in foreign strategies. Peru can invest up to 3% exclusively in non-Peruvian private equity strategies. Hopefully, Mexico will follow suit. o The new reform has already shown its interest in changing compensation to pension fund managers and hopefully, will soon come out with new investment rules for pension funds to invest in private equity directly and not through expensive publicly traded vehicles known as CKDs. Pension funds in Colombia, for example, can invest up to Roberto Charvel (roberto.charvel@vandercp.com) is the Founder and Managing Director of Vander Capital Partners. Vander has a specific focus on equity project finance. Prior to founding Vander, Mr. Charvel was Vice President and head of Business Development for Prudential Real Estate Investors Latin America. Deal Monitor: Mexico (by investor) Investors Fund Accion International Alta Ventures Alta Ventures Mexico Mexico Beamonte Investments Cartesian Capital Group Endeavor Endeavor Catalyst Catalyst Portfolio Company Investor Type Amount° Stake Salud Facil VC Ondore VC Country Industry Mexico Other InvestorDate Financial Services May 2013† (affordable credit) Information 1.5 Mexico Mar 2013† Technology (big data) Integra Arrenda PE Mexico Grupo MetroNet PE Mexico Procesamiento Especializado de VC 8.21 Mexico Alimentos Transportation Feb 2013† Internet (data Mar 2013† center) Food and Jan 2013† Agriculture First Reserve First Reserve Energy Renovalia Reserve Infrastructure joint venture PE Mexico PE Mexico Energy (wind) Renovalia Energy Apr 2013† Fund (FREIF I) Gerbera Capital Guadalajara Goldman Sachs Red de Carreteras de & Co Occidente Procesamiento IGNIA Partners IGNIA Fund I Especializado de PE VC 18.70% 8.21 Mexico Mexico Alimentos Newgrowth Fund Vertex Real Vertex Real Estate Investors Estate Fund I WAMEX Private Equity Grupo Educativo Cead PE Mexico Guadalajara PE Mexico Productos Medix PE 32 Mexico Real estate (mixed housing) Infrastructure (highways) Food and Agriculture Education Real estate (mixed housing) Health (pharmaceutical) Apr 2013† Jun 2013† Jan 2013† Feb 2013† Apr 2013† Feb 2013† Total $50 Million Invested (via 12 transactions -- 4 disclosed in 1H2013) Source: VELA Data 14 © 2013 Thomson Reuters/Tax & Accounting November 15, 2013 Interviews VC Firm IGNIA Thrives on Base of Pyramid in Mexico By Dan Weil IGNIA, a venture capital firm based in Monterrey, Mexico, is doing well by doing good. It invests in businesses that serve the poor in Mexico. The firm has put more than $60 million to work since it began in 2007. It invests $3 million to $5 million per company on average. VELA recently spoke to IGNIA co-founder Michael Chu about the firm’s activity. VELA: What sets Mexico apart from other emerging markets as a target for investments? We are interested in Mexico for several reasons. In general, we think emerging markets will be an important pillar of world growth for the next 10 to 20 years. Emerging markets came out of the financial crisis of 2008 with much better fundamentals than the developed world, particularly Latin America. It represents an area where markets are evolving quickly and people are increasingly gaining access to goods and services taken for granted in the developed world. As for Mexico specifically, we think the country’s fundamentals are very strong. Its macroeconomic statistics are in good shape. We deploy venture capital in enterprises delivering high-impact goods and services to low-income consumers. This base of the socioeconomic pyramid represents 80 percent of Mexico’s population. It is characterized by increasing income while being served by very low value propositions. That includes very basic goods and services. That has great impact on the ability of people to live up to their potential, while constituting a very attractive opportunity for us, as investors. VELA: What industries do you find most appealing? We concentrate on goods and services that make sense for the base of the pyramid, but where the value proposals they get are either very weak or very costly. The total cost of a transaction is more than just price. For example, Mexicans have free access to healthcare, but if you have to take two buses and wait three hours just to make an appointment, and do this all over again when you actually return to see the doctor, the entire VENTURE EQUITY LATIN AMERICA free transaction has become extremely costly. At IGNIA, we look for disruptive models that solve such deficiencies at the base of the pyramid. Sometimes these models don’t quite exist. We’re interested in things like healthcare, housing, water, education and access to basic services, including radically new forms of financial inclusion. IGNIA, a venture capital firm based in Monterrey, Mexico, is doing well by doing good. It invests in businesses that serve the poor in Mexico. The firm has put more than $60 million to work since it began in 2007. It invests $3 million to $5 million per company on average. VELA: Can you tell us about a few of your investments? One was a response to the fact that poor people around Mexico City have very few banking options. To pay a utility bill, they often have to take one or two buses and then wait three to four hours in line to pay. Barared has established a network of mom-and-pop grocery stores and pharmacies, which have installed booths with iPads. Anybody can input the data for their utility bill over the Internet and pay by handing the money over to the owner of the mom-and-pop store. Those mom-and-pops are now recognized as formal correspondent banks. Our company is the first entity authorized as a manager of correspondent banks. In a Barared booth you can also open a bank account, buy goods and services and receive payments. It opens a whole new market. Say a woman gets a cash remittance. She can pick it up at her grocery story and use it to open a bank account. In the future, remittances can just be deposited into her bank account rather than using a high-cost paySee VC Firm IGNIA Thrives on page 16 © 2013 Thomson Reuters/Tax & Accounting 15 Interviews VC Firm IGNIA Thrives Continued from page 15 ment system. You can service a microcredit loan, receive government conditional cash transfers, pay bills or even buy bus tickets. Barared creates a platform so people at the base of the pyramid can make transactions over the Internet. The digital divide has been closed through mom-and-pops. The mom-and-pops love the traffic and get the lion’s share of the transaction free. We made our first investment in the company in October 2010. The challenge is we need to bring new models. The ecosystem is either indifferent, doesn’t exist or hostile. There are a lot of challenges to make it work. But if it does, we’re responding to a huge market demanding better products. That allows for a long period of sustainable growth. We invested in Ver de Verdad in November 2011. In Mexico, it’s difficult for anyone to get good eyeglasses for less than $125 to $150. Ver de Verdad has a chain of retail stores that provides free eye exams and offers glasses starting at $25, and ready for pick up in 45 minutes. Traditional glasses stores in Mexico are very formal, with salespeople in suits. Ver de Verdad is light and airy, with sales people in polo shirts. In October 201, we invested in Provive. For more than 10 years, Mexico has been building affordable housing. Following the U.S. recession, people started to abandon their homes or their homes were foreclosed. Within days, the house is stripped bare, and then there’s crime, etc. As these homes get abandoned, the whole neighborhood degrades. Provive realized you can’t solve the problem one house at a time. It buys a series of houses, and then it spends on mobilizing the community, first cleaning communal spaces, then creating community capital, like junior league soccer 16 © 2013 Thomson Reuters/Tax & Accounting tournaments. It has been so successful that the houses no one wanted now have waiting lists. Provive’s expertise is mobilizing the community. They change the environment. VELA: What are your risks in investing in the base of pyramid? We incur two. There’s a high business risk because of our disruptive models. By definition, there’s never been something like them. We also focus on a population that may be a majority, but the infrastructure in emerging markets was designed to serve the minority. The ecosystem for business at the base-of-the-pyramid is often either nonexistent or hostile. In Provive’s case, this was a market not accustomed to foreclosure. You need to learn how to navigate through the ecosystem. For example, Provive has to arrange with authorities to have trash taken away, something that had never been done before. VELA: Have you found enthusiasm from investors for your base-of-the pyramid strategy? Our focus on this strategy is very new. Our fund is considered a pioneer in this whole area. Our investors are one-third development-oriented institutions like the World Bank’s IFC, another third institutional investors like JPMorgan and another third high-net-worth individuals. By definition, we ended up with people who understand and were attracted to the idea of using venture capital to solve important social issues. How many people love this? Very few in relation to traditional markets. We’re proving this investment thesis can be successful. That will make conventional capital markets interested. VELA: What are the biggest obstacles you face? It’s not whether the market exists. It’s huge. In Latin America, only the A, B and C+ classes are well-served. The challenge is we need to bring new models. The ecosystem is either indifferent, doesn’t exist or hostile. There are a lot of challenges to make it work. But if it does, we’re responding to a huge market demanding better products. That allows for a long period of sustainable growth. o November 15, 2013 Annual Report Andean Region Stands Out for Fund Raising Activity By Elizabeth Johnson With strong economic growth and significant potential for increased consumer growth as well as infrastructure investments, Peru and Colombia are increasingly on the radar screen of international fund managers. While countries like Brazil have posted limited economic growth, Peru’s gross domestic product grew 5.2% in the first half of 2013. Peru is seen by the market as one of the countries in the region that is pursuing the right policies to leverage growth. Unlike countries in the Mercosur Trade Bloc, which has been mired with difficulties, Peru is moving ahead with an aggressive free-trade strategy. In the past three years, the country has signed free-trade agreements with the European Union, China, Japan and South Korea. Peru joined Chile, Colombia and Mexico to form the Pacific Alliance, the largest free trade zone in Latin America. Unlike Mercosur, members of the Pacific Alliance are more free market oriented. The Pacific Alliance represents 35% of Latin America’s GDP. Unlike like other countries in the region which could lose their investment grade status, Peru was recently upgraded by Fitch Ratings to BBB+ from BBB, a notch higher within investment grade. The increased rating reflects the country’s pragmatic fiscal account, as well as strong growth and stability. Despite the fiscally conservative nature of the current government, President Ollanta Humala has also been pursuing policies which aim to reduce poverty and increase social inclusion. This trend began before President Humala took office with the percentage of Peruvians living in poverty declining from 54.3% in 2001 to 25.8% in 2012. Since his election, Humala passed a mining royalties bill which will generate revenues of around $1 billion per year, which will be used to increase social spending and as a result, boost consumption among lower income groups. Peru’s economy has grown at a faster rate than all other Latin American economies since 2001.The rapid growth, coupled with improved political stability has attracted fund managers to the market. During the first half of the year, two major Peru-dedicated funds were raised, a feat that seemed impossible five years ago. Colombia has also been one of Latin America’s success stories, with GDP growth seen surpassing 4% VENTURE EQUITY LATIN AMERICA this year. Colombia’ growth has been surprisingly resilient, given the country’s dependence on oil and mining, which have had a challenging year following the downturn in commodities prices driven by declining growth in China. Several sectors have outperformed including agriculture and the services sector. Another factor that has helped boost domestic consumption has been the 36-month decline in the unemployment rate. Fund Raising on the Rise With such positive fundamentals and room for growth in a broad range of sectors, international fund managers, who in the past had been unable to invest in markets like Peru and Colombia, are increasingly setting their sights on these Andean countries. Whereas in the past, Argentina has been the recipient of hundreds of millions of private equity dollars, the lack of a favorable investment environment has kept investors away. They are now turning to high-growth countries like Peru and Colombia, which have been more concerned about attracting foreign capital. Nexus Group has reached a final close on the NG Capital Partners II fund. Nexus Group raised $600 million, surpassing its target of $500 million in fundraising. The fund received commitments from international pension managers, sovereign wealth funds, corporations, funds of funds, and family offices from across the globe. Of the capital raised, approximately 26% was committed from local and regional investors, 37% from North America, 21% from Europe, and 16% from Asia/Middle East. The fund is Nexus Group’s second and will focus on companies that serve the country’s growing middle class. The first fund made seven investments in sectors including education, retail, out-of-home dining and financial services. Similarly, private equity giant Carlyle raised $308 million for the Carlyle Peru Fund, which will be comanaged by Credicorp, Peru’s largest bank. Like the Nexus fund, the Carlyle Peru Fund will also have an eye toward companies that will provide services to the country’s growing middle class. The fund will invest across industries including healthcare, retail and consumer, services as well as mining, construction, infrastructure and education. Carlyle’s team in Peru sees opportunities in medium-sized family owned © 2013 Thomson Reuters/Tax & Accounting 17 Annual Report Fund Raising Activity Continued from page 17 business, many of which have significant growth potential. Carlyle opened its Lima office last year. Additionally, two other funds were raised that will invest across the Andean region, once again with the goal of capitalizing on the growing consumer classes of these countries. Latin American real estate investment firm Terranum Capital held a first close on a US$235 million fund, which will invest in the development of low and middle-income housing and retail projects in Peru, Colombia and Mexico. Analysts estimate that the housing deficit in Lima is equivalent to some 425,000 households. In Colombia, local think tank Economia Urbana calculates that the need for new housing is 300,000 units per year. Terranum Capital will partner with local developers in these countries, all of which have significant housing deficits and strong demand for middle and low income housing. Altra Investments held a final closing on the Altra Private Equity Fund II, also exceeding its fundraising target of $300 million. The fund received commitments from a broad range of institutional investors from North America, South America, Europe and Middle East & Asia. Among these institutions were leading public and private pension funds, funds-of-funds, family offices, sovereign wealth funds, endowments and foundations. The fund will target mid-cap companies with revenues ranging from $15 million to $100 million. Unlike many other fund managers in the region, Altra seeks controlling stakes of companies in sectors that are fragmented but consolidating. With an increasingly mature venture capital and private equity market, Chile has also seen consistent fund raising activities in recent years. Although economic growth in 2013 is likely to fall to 4.5% in 2013 after reaching 5.6% in 2012, Chile had outperformed the region and has moved ahead with a series of long-term reforms which have shielded the country from the global slowdown. Furthermore, the country, which is now solidly middle class, with per-capita income of over$20,000 per year – the highest in Latin America. The strong consumer base of the country has pave the way for investments in small, consumer oriented companies. Local InverSur Capital launched its first venture capital fund, which will focus on the information technology segment. The fund, which has been 18 © 2013 Thomson Reuters/Tax & Accounting dubbed the Amérigo Chile Early Stage & Growth Fund is targeting fund raising of $50 million, but has already received commitment of $30 million from both private investors and Chile’s Financing Program for Venture Capital Investment Funds. Amérigo Chile is targeting innovative start-ups in the IT sector, which have the potential to expand globally. The fund’s anchor investor is Telefónica Digital, which will help integrate the fund’s portfolio companies with a broader startup network. Dealflow Slow Despite strong fund raising in the region, deal flow has been sluggish. The most significant investment made in the Andean region in the first half was Advent International’s acquisition of a 50% stake in Alianza Fiduciaria. The deal was made in conjunction with insurance brokerage and financial services company Organización Delima, a firm with more than 60 years of experience. Alianza Fiduciaria is the leading independent trust and asset management company in Colombia with more than 27 years of experience. Regional start-ups have also been receiving attention from funds, with Chile-based company Safer Taxi receiving a $4.2 million investment from venture capital firms Otto Capital, Kaszek Ventures and Draper Associates. Safer Taxi allows its users to call taxis through a smartphone application and has 2,250 registered taxis in Chile, Brazil and Argentina. Likewise, e-commerce company Linio has raised nearly $50 million from a broad range of funds including Summit Partners and Germany’s Tengelmann Group. Linio, which has been called the Latin American Amazon, has already received backing from AB Kinnevik and JP Morgan Asset Management. The company has operations in Colombia, Mexico, Peru and Venezuela and is seeking to grow in markets that are not dominated by Amazon.com. The Amerigo Ventures Colombia fund also closed its first to deals, including Red Seguro, an online car insurance platform which allows car owners to compare prices of auto insurance products. The fund also invested in ClickDelivery, an online company that facilitates delivery orders from several restaurants in Bogota. November 15, 2013 Annual Report Exits Sluggish As was the case for dealflow, the number of exits in the Andean region was also limited during the first half of 2013. The highlight of for the region was the IPO of Chilean construction company Moller Perez-Cotapos. The company, which was backed by CVCI Private equity, raised roughly $92 million in its IPO on the Santiago Stock Exchange. The IPO reduced CVCI’s stake from over 90% to around 20%. The IPO will also allow the company to grow and strengthen its financial position. This was the first IPO of 2013 on the Santiago Stock Exchange. Colombian venture capital firm also announced the sale of its fraud protection company Easy Solutions, via a sale to Medina Capital Partners. This is the Promotora fund’s second exit from its venture capital fund, which still has four portfolio companies. While the deal is an exit for Promotora, it is also involved a capital injection from Medina Capital, a high-growth equity investment firm focused on the IT infrastructure sector. The capital will be used to expand sales and marketing in the U.S. and worldwide in order to meet increasing demand for the company’s fraud protection platform. o Deal Monitor: Andean Region (by investor) Investors Fund Portfolio Company Investor Type Amount° Country Date Advent International PE ClickDelivery VC Colombia RedSeguro VC Colombia Vetra Energia, S.L. PE Colombia Energy (oil) Jun 2013† Copeinca PE Peru Agriculture (fishing business) Feb 2013† Intertug PE Colombia Transportation Feb 2013† Safer Taxi VC Chile Mobile (taxi service app) Feb 2013† CorpBanca PE 224.5 Chile Financial Services (bank) Feb 2013† Compara Online VC 5 Chile Internet Mar 2013† Chile Mobile (taxi service app) Feb 2013† Chile Financial Services (insurance) Jan 2013† Energy (oil and gas) May 2013† China Fishery Darby Overseas Investments Draper Associates International Finance Corporation Kaszek Ventures Kaszek Ventures Colombia Transportatio n Infrastructure Fund IFC African, Latin America and Caribbean Fund Colombia Mainstream Renewable Power (40%) Alianza Fiduciaria Capital Capital International, International Acon Private Equity Investments Fund VI 50.00% Other Investors PE Axon Capital Chile Energy (wind and solar) Aela Energía Axon Capital 60.00% Industry Actis Amerigo Colombia Ventures Amerigo Colombia Ventures 290 Stake Safer Taxi VC Larrain Vial SA Larrain Vial Corredora de Global Private Equity Fund Bolsa Cruz Blanca Salud PE Linzor Capital Linzor Capital Partners Partners II R2 Energy Solutions PE Colombia Safer Taxi VC Chile Otto Capital 500 Terranum Capital Terranum Capital Real Estate Fund I Argentina Aceros PE Peru Terranum Capital Terranum Capital Real Estate Fund I Carabayllo PE Peru Financial Services Internet (restaurant platform) Internet (car insurance platform) Jun 2013† Jun 2013* May 2013† May 2013† Mobile (taxi service app) Real estate (affordable residential housing) Feb 2013† Real estate (middle-income residential housing) Graña y Montero Jan 2013† Líder Grupo Constructor Jan 2013† Total $1 Billion Invested (via 15 transactions -- 4 disclosed in 1H2013) Total $1 Billion Committed (via 16 transactions -- 4 disclosed in 1H2013)² Source: VELA Data VENTURE EQUITY LATIN AMERICA © 2013 Thomson Reuters/Tax & Accounting 19 Round Up Round Up By Linda Zhang (Thomson Reuters) 500 Mexico City Unveils Newest Class of Startups 500 Mexico City—the Mexico arm of 500 Startups— has selected 17 new companies as part of its latest accelerator round, according to the 500 Startups press release. Only 5 percent of applicants made the final cut, and those selected will undergo a 5-month acceleration process during which the companies will work with the 500 Mexico City team on issues of distribution, product and fundraising, and knowledge transfer. The founders come from all across Latin America, including Buenos Aires, Santiago de Chile, San Luis Potosí, and Bogota. Deals Latin Idea Ventures Backs Mexican Startup Linio The Mexico-based venture capital firm Latin WORLDTRADE EXECUTIVE Subscription Order Form VENTURE EQUITY LATIN AMERICA 1 year: ( ) $1180 - email delivery (20 twice-monthly issues) - plus Mid-Year and Year-End Deal Reports which provide a summary of activity in the region. 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Box 966, Fort Worth, TX 76101-0966 USA 20 © 2013 Thomson Reuters/Tax & Accounting Idea Ventures has made its first investment of $50 million in Linio, an Amazon-like e-commerce company, according to the New York Times’ Dealbook. The startup plans to use the capital to drive the expansion of operations beyond Mexico, into Peru, Colombia and Venezuela. Other investors in this round include JP Morgan Asset Management, Summit Partners, Investment AB Kinnevik, the Tengelmann Group and Rocket Internet, which all participated in previous rounds. Linio has raised about $100 million to date. Brazil-based Technology Startup ContaAzul Receives Series B Investment Brazilian technology startup ContaAzul received a Series B investment from venture capital firms Monashees Capital, Ribbit Capital, 500 Startups, Napkin Ventures and Valar Ventures, according to Valor International. The company owns a management system that caters to small companies and recently raised a Series A round in January. The company will use the capital to expand operations, and aims to reach 50,000 subscribers by 2014. Financial terms of the transaction were not disclosed. Funds Multilateral Investment Fund Invests in Innovative Colombian Seed Capital Fund The Multilateral Investment Fund (MIF), a member of the Inter-American Development bank (IDB) Group has agreed to invest $5 million in Velum Early Stage Fund I, an early stage venture capital fund that provides longterm financing and guidance to technology startups in Colombia, according to the IDB announcement. Velum is the first private seed fund focused on technology in Colombia, and within technology, the fund will target Information and Communication (ICT), medical and health technology, and clean technology sectors in particular. The fund will fund 24 early stage startups that have a minimum viable product and sales lower than $500,000. o November 15, 2013