There has been market speculation that Dimension Data Middle East Africa (DD MEA) is for sale. This analyst note explores the potential sale of DD MEA, reviews the corporate activity of 2017, explores possible sales scenarios and highlights potential buyers.
2010 NTT Group buys Dimension Data Group
In 2010, the NTT Group acquired Dimension Data Group for USD3.2 billion. At the time, the acquisition was stated to be part of NTT’s global strategy to gain a foothold in emerging economies.
Since the acquisition, DD MEA has embarked on its own M&A drive, both in South Africa and in the rest of Africa. Examples of these acquisitions are:
- South Africa: Agile Business Solutions, Antfarm, Britehouse, ContinuitySA, jFactory, MWEB Business, MWEB Connect. Xpedia Fusion.
- Africa: DD MEA acquired various ISPs in other countries. The most notable was the acquisition of AccessKenya Group.
The acquisition drive may be seen within the framework of Dimension Data’s mandate (from NTT Group) to double its revenues over a period of five years.
NTT Group Strategic Drive
NTT Group is driving profitability by focussing on improvement in the international business operations profitability. In 2016, various NTT Group subsidiaries instituted activities to raise profitability. Against this background, NTT Group has explored options on how to improve the profitability of DD MEA. This includes the potential sale of DD MEA.
In terms of NNT Group revenue, and based on Q1 2017 financial results, DD MEA is estimated to represent 0.25% of the NTT Group revenue. The charts below show the Q1 revenue contribution from Dimension Data Group and Dimension Data MEA:
As shown, DD MEA makes a very small contribution to NTT Group. Thus, disposing of DD MEA would not significantly impact NTT Group revenue. Furthermore, should NTT Group dispose of DD MEA, then we can read into this disposal that the NTT Group does not see Africa as an important region within their global strategy.
2017 Dimension Data MEA Corporate Activity
Following the press reporting on the potential sale of DD MEA, a number of interesting corporate activities have been reported. The following list of DD MEA corporate activities covers the period June to August 2017:
- NTT Group Seeking to sell Dimension Data MEA
- In June 2017, press reports have indicated that NTT Group is seeking to sell DD MEA for around USD800 million (or R10.6 billion @ R13.22/USD). In August, press articles further indicated that MTN Group and Vodacom Group were interested in acquiring DD MEA. At the time, press articles indicated that DD MEA may be considering the sale of Internet Solutions and VAST Networks as two separate transactions.
- Another option raised in the press articles was that the original Dimension Data founders were considering a management buy back, followed by a listing of the company on the stock exchange.
- Exit Convergence Partners, the BEE Partner
- In August 2017, Convergence Partners sold its 25% shareholding in DD MEA and exited the company. Convergence Partners indicated that this exit was part of the original deal struck with DD MEA when Convergence Partners acquired the equity stake.
- DD MEA indicated that they plan to announce a new BEE partner in October 2017.
- Unbundling: DD MEA sells the old “Plessey” business
- In August 2017, DD MEA entered into an agreement to sell its fibre and wireless businesses to Vulatel. The fibre and wireless businesses previously traded as Plessey South Africa prior to its integration into DD MEA.
- Vulatel is a majority-black-women-owned start-up that focuses on the telecommunication and energy sectors.
- Unbundling: DD MEA sells Dimension Data Nigeria and Dimension Data Ghana
- In August 2017, DD MEA sold Dimension Data Nigeria and Dimension Data Ghana to Synergy Capital Managers. Synergy Capital Managers is a Lagos-based firm. The acquisition was made through its Synergy Private Equity Fund (SPEF), which is a USD100 million private equity fund targeting high-growth companies in West Africa.
- This development sees DD MEA exit two key markets.
- Further country market exits may be on the cards.
Dimension Data stated that the “Plessey” sale is part of its strategy to grow and strengthen its core business. It also plans to move into new areas, including data analytics, IoT, hybrid IT, digital workplace, and cyber security.
Sale of DD MEA Scenarios
The corporate activity in August 2017 indicates that DD MEA is currently undergoing a restructuring process through unbundling and selling non-core businesses. It is likely that DD MEA will dispose of other non-core businesses in SA and in other countries. It is noteworthy to comment that Internet Solutions underwent a cost-cutting exercise in 2016 that resulted in a restructured business with fewer employees.
If DD MEA is to be sold, we can identify three sales scenarios:
There is talk of some form of partnership deal, but unpacking such a deal requires making quite a few assumptions about how the deal is structured, who is the partner, etc. Therefore, it is not covered in this analyst note.
# Scenario 1: DD MEA unbundled and sold as separate business units
DD MEA has already begun a process of unbundling and divesting from businesses. Based on the composition of DD MEA, we foresee the following three businesses being sold:
- Internet Solutions (including the recently acquired MWeb Connect)
- VAST Networks (wholesale WiFi) + AlwaysOn (Retail WiFi)
- Dimension Data MEA (remaining businesses, this had already started with the sale of country operations and the old Plessey business)
- Further disposal of country operations outside of SA
Internet Solutions is a valuable business that the large SA telecoms operators would be interested in. VAST Networks would be of interest to WiFi operators such as HeroTel, while the remaining DD MEA businesses would be of interest to various IT Service Providers. There have been press reports indicating that MTN Group is considering an offer of USD600 million for Internet Solutions.
However, it remains to be seen whether DD MEA is cleaning up its portfolio of businesses to improve profitability, or whether it has embarked on a full unbundling strategy with the objective of selling the individual businesses.
# Scenario 2: DD MEA sold as a single going business with no further unbundling
Selling DD MEA as a single going business unit represents the most attractive opportunity to a large group seeking to acquire a significant presence in the IT services market and fixed telecoms retail market in SA.
If we assume that only larger groups, based on revenue, can afford the price tag, then the following companies would qualify (this is not an exhaustive list):
- EOH is similar in size to DD MEA.
- EOH has a history of M&A activity. This would represent a significant diversification into fixed retail telecoms.
- Liquid Telecom Group (does not have a larger revenue stream, but it would be an interesting strategic move)
- Liquid Telecom Group has sold history of M&A activity, with the largest M&A being the acquisition of Neotel.
- However, the Group may not be able to raise the funds to acquire DD MEA. If it did, then the acquisition would boost Liquid Telecom in the local market.
- MTN Group
- This would be a good fit, and MTN Group can afford the price tag.
- The acquisition would augment the MTN Business, boost the the IT services business and elevate MTN’s position in the fixed retail telecoms market.
- However, the purchase/sale of Afrihost indicates that there may well be other operational issues that makes such an acquisition a challenge.
- Telkom Group
- This would be a good fit, and Telkom Group has undertaken local M&A activity (BCX).
- However, it may be too soon after the BCX acquisition.
- We would expect that competition issues would be raised at the Competition Commission regarding the acquisition of Internet Solutions.
- Vodacom Group
- This would be a good fit, and Vodacom Group can afford the price tag.
- The acquisition would augment Vodacom Business, boost the the IT services business and elevate Vodacom’s position in the fixed retail telecoms market.
- International IT Service Providers
- One of the international IT Service Providers operating in SA can buy DD MEA.
- However, this would indicate that they plan to become more active in the fixed retail telecoms market through Internet Solutions. However, the buyer can sell Internet Solutions after the completion of the transaction.
The rest of the IT Service Providers (in terms of revenue) are smaller than DD MEA, and thus are not considered in the above list, but this does not mean that those IT Service Providers would not be interested in acquiring DD MEA. Furthermore, private equity firms may also be interested in acquiring DD MEA.
# Scenario 3: Management Buyout and Listing
Unless there is a first right of refusal to buy back DD MEA, we expect that this would be a challenging management buyout deal, given the price tag of R10.5 billion.
The corporate activity indicates that DD MEA is undergoing a restructuring process. This supports the speculation that NTT is preparing DD MEA to be sold, or at the very least trimmed to a more profitable business unit.
DD MEA is one of the top five IT Service providers in SA, while Internet Solutions is a significant competitor in its markets. The purchase of DD MEA and its respective businesses (e.g. Internet Solutions) by a telecoms operator or an IT Service Provider would result in fundamental change to the competitive dynamics in the South African ICT market.