Capital Markets: Direct Capital spurs private equity market (NZ Herald)

Tim McCready talks to Direct Capital’s managing director, Ross George about the firm’s latest capital raising, lessons from past investments, and the state of NZ’s private equity industry
Late last year, Direct Capital raised its fifth private equity fund in New Zealand. Since it began in 1994, the firm has raised $1.2 billion, with its latest $375 million fund coming almost exclusively from existing investors in just two months.Herald: Direct Capital’s first fund was raised in 1994 — 23 years on, what has changed most in the New Zealand private equity industry?

Ross George: When Direct Capital began, private equity was a very established industry offshore, but it didn’t exist in New Zealand in a formal sense. We had to go out and explain who we were and what we wanted to do with investors, advisors, and private companies. Now Ryman Healthcare, Scales and NZ King Salmon are on the sharemarket — people know they came from private equity, and the private company market is well regarded by investors. One of the most positive changes has been the New Zealand Stock Exchange. When we started 23 years ago, you couldn’t necessarily invest in companies and then list them — the stock exchange said they were too small.

Around the world, all successful markets mirror their economies and their company stock base. The stock exchange here has now grown substantially by appealing to a broader set of companies, and it means you can keep them here in New Zealand.

Herald: You’ve just finished raising your fifth fund in the last quarter of last year. How did it go?

Ross George: We had a two-month window, and we were easily able to raise it. We wanted to cap it at $375 million, but could have raised significantly more. Over 23 years we have performed very well for investors. The feedback we receive is that we don’t take inappropriate risk, and that our performance has been consistent and very good relative to other categories. We are in the fortunate position of being able to go back to our existing investors and raise capital. That’s real recognition of our performance and just how big the private company opportunity is.Herald: What is unique about the private equity industry in New Zealand?

Ross George: In New Zealand, you can find yourself investing in the top five companies within a sector. We have managed to invest in Ryman Healthcare — the biggest in its industry, Scales — the second biggest apple producer in the country, and King Salmon — the largest salmon producer. In Australia, you’re more likely to invest in the top 15. Economically, New Zealand is doing very well, and there are a lot of good opportunities. But it’s a double-edged sword. We’re not the only ones that have noticed New Zealand is going well — the global corporates have noticed too. There is now a real desire to be here. Also, private company owners in New Zealand tend to be older than offshore. In our size bracket, that’s a real feature. As owners near retirement age, they might want to sell down but remain a 20 per cent shareholder, or change their role but stay on the board. We can work with them to understand how they want to change their life — because more often than not they don’t want to stop working abruptly.

Herald: Direct Capital’s investments have been across many different sectors — from technology and e-commerce to forestry and pharmaceuticals. Are there any particular areas you’re targeting for this fund?

Ross George: You can’t just choose an industry in New Zealand and invest in it. There are some areas such as food and primary industries that dominate in New Zealand and that we get a lot of recognition for.

These will always be a cornerstone of our funds, but we try to follow big long term trends. Food for Asia is a big trend that we think will suit us into the future. In the short term, New Zealand has done well economically over the last decade, and there has been a lot of money spent on infrastructure.

Although we’re not an infrastructure investor ourselves, we do invest in companies that provide services into the industry.

Herald: NZ King Salmon was one of your most recent exits, listing on the NZX and ASX last year. What was it that appealed to you about the company?

Ross George: NZ King Salmon is a company with good insights into how to run a primary industry. When we did due diligence on the company, we liked that it had its own hatchery, farms, processing plant, brand, and export operation. If you put that in the context of other primary industries, it has every step covered. It is a real pleasure to turn up in London and see Ora King salmon on the menu, and you think that started from the production of an egg by the one company. When we came to listing it, that was a really appealing thing. The main comment from the institutions is that this is how a lot of other primary industries should be organised.

NZ King Salmon has been a stellar performer for a long time. It produces a premium product that doesn’t have a commodity price attached to it, and can sell every kilogram of salmon it produces. The issue now is how it continues to grow. It’s a very large employer in Marlborough, and because it is a year-round employer it’s a sought-after place to work. The only problem is that it can’t grow its production enough. The government and regional councils talk about growing regional businesses that can create employment, but there has got to be enabling tools and legislation to allow them to do it.

– NZ Herald

By Tim McCready

Capital Markets: Revised NZX stance on diverse governance (NZ Herald)

Tim McCready

Some of New Zealand’s biggest businesses will now have a comprehensive, measurable diversity policy to follow.

As part of the NZX’s new Corporate Governance Code, NZX-listed companies are recommended to make their diversity policy and objectives public, and explain their attitudes and goals to achieving better diversity in the workplace.

These goals should be measurable and progress tracked. This includes reporting on the number of men and women on the board, at senior management level, and across the entire organisation.

If an organisation doesn’t have a diversity policy, the new corporate governance code requires them to explain why not.

These changes will lead directly to more listed companies establishing display metrics — including gender, but also hopefully extending to address areas such as equal pay and flexible working arrangements

Joan Withers, chair of Mighty River Power and The Warehouse, believes these changes will lead directly to more listed companies establishing diversity metrics.

“This includes gender, but also hopefully extending to areas such as equal pay and flexible working arrangements,” Withers says.

“Measurable objectives lead to greater diversity; greater diversity leads to better business outcomes — delivering to the bottom line through improved productivity, profitability and performance; better growth, innovation and customer service; and an enviable ’employer of choice’ reputational standing.”

The revised code aligns to Australia’s ASX’s diversity policy regime, which has a similar ‘if not, why not’ requirement.

Since those reporting requirements were introduced in Australia, the number of women on boards increased by 47 per cent (from 15 per cent in 2012 to 22 per cent in 2015), and the number of women in senior management positions increased by 30 per cent (from 20 per cent in 2012 to 26 per cent in 2015). Now, 99 per cent of ASX200 companies have a diversity policy in place.

A combination of reporting and voluntary target setting saw the number of women on UK’s FTSE100 boards increase by 52 per cent over four years (from 12.5 per cent in 2011 to 26 per cent in 2015).

The changes are not a quota and won’t force companies to have a specific number of women on boards.

Withers, who is also vice-chair of Global Women, is against the concept of quotas because she thinks they are demeaning.

“All of the women that I work with around the board table are there because of their all-round directorial competence. They can hack it with any of the male directors that are sitting around those same tables.

“The changes are saying that we need to be utilising — as a nation — the whole talent pool that we have got.”

Withers notes she has never been in a position where a board she is sitting on hasn’t been able to find skilled women across all areas.

Hamish Macdonald, General Counsel and Head of Policy at the NZX, says that the NZX Code sets out a series of recommendations, such as diversity, that listed companies are recommended to follow.

“Our role as a licensed market operator is to act as a standard setter but it is up to companies and the industry as a whole to progress change,” he says.

“Naturally, the aim of the NZX Code is to improve governance standards, particularly for listed companies which are smaller in size or at an earlier stage of development.

Many of New Zealand’s top listed companies will already be meeting the practices outlined in the NZX code.

“We hope the updated NZX Code leads to improved corporate governance, but ultimately it is up to shareholders to decide if they are comfortable with a company’s governance practices based on the disclosure triggered by NZX’s rules,” Macdonald says.

New rules for CEO transparency
The NZX’s Corporate Governance Code, released last week, represents a significant step forward for corporate governance reporting requirements in New Zealand.

The NZX Code has eight parts, covering principles that reflect internationally accepted corporate governance practices intended to protect the interests of and provide long term value to shareholders while also seeking to reduce the cost of capital for issuers.

Principles include ethical behaviour, board composition and performance, board committees, reporting and disclosure, remuneration, risk management, auditors, and shareholder rights and regulations.

Each principle contains specific recommendations and explanatory commentary that NZX-listed issuers are encouraged to adopt. It’s been more than 13 years since the NZX Code was reviewed.

The remuneration principle requires the pay of directors and executives to be transparent, fair, and reasonable, and includes the following recommendations:

  • An issuer should recommend director remuneration to shareholders for approval in a transparent manner. Actual director remuneration should be clearly disclosed in the issuer’s annual report.
  • An issuer should have a remuneration policy for directors and officers, which outlines the relative weightings of remuneration components and relevant performance criteria.
  • An issuer should disclose the remuneration arrangements in place for the CEO in its annual report. This should include disclosure of the base salary, short term and long term incentives, and the performance criteria used to determine performance-based payments.

Companies that do not comply with the recommendations will have to justify their decision. Currently, companies only have to report on the number of people who earn over $100,000 within salary bands of $10,000 above that threshold — and it is not always the case that the chief executive is the top earner.

Hamish Macdonald, General Counsel and Head of Policy at the NZX, says the code recommendations were designed to drive increased transparency for shareholders.

“Sound corporate governance practices can lead to a lower cost of capital and higher valuations for New Zealand listed companies. The streamlined NZX Code will result in greater transparency for investors and hopefully drive increased confidence in our capital markets.”

The NZX Code was subject to extensive market consultation — more than 80 submissions were received throughout the consultation process from major governance groups, issuers, corporate firms and investors in New Zealand and overseas.

“The extensive engagement NZX received as part of this review reflects the industry’s desire for strong corporate governance and the key leadership role NZX plays in encouraging these improved practices,” Macdonald says.

Capital Markets: Time for Prospectus NZ? (NZ Herald)

Fran O’Sullivan and Tim McCready

New Zealand is in a sweet spot.

Surely it’s time for our sharpest brains to come up with a major campaign to spruik New Zealand as an investment destination and go hard on capital markets?

“I just think the genie is out of the bottle with New Zealand,” says Nicholas Ross, country head for UBS New Zealand. “People are just going to keep coming and coming and coming.”

“If there was ever a time to be bold and to borrow a bit more this is it,” he adds. “Markets are in very good shape, they are very receptive to good proposals and interest rates are very low.”

It is a stance shared by a growing number of senior NZ capital markets players and business leaders.

New Zealand arguably remains behind the pace when it comes to applying financial leverage to fully fund the growing infrastructure gap sparked by rocketing net migration.

A Government spooked by a series of major earthquakes is wary of accruing too much debt in case it needs to use its balance sheet in the event of another costly natural disaster or recession. But this appears short-sighted when Trump’s America and Brexit have affected international perceptions and this country is increasingly viewed as a safe haven for people and capital.

Auckland Chamber of Commerce CEO Michael Barnett points out there are many options for funding the city’s growth.

But they all require capital.

Commonwealth Bank’s Andrew Woodward says the NZ debt market has shown it has the capacity to complete larger project finance transactions.

Woodward – who is general manager of CBA’s NZ operations – points to Transmission Gully and the Puhoi-to-Warkworth projects, which attracted support from domestic and offshore banks and investors and competitive outcomes for the NZ Government.

He says the continued success of this style of transaction – as well as funding of significant investment by the likes of Auckland Council and Auckland Airport – will continue to rely on domestic and increasingly international debt markets supporting growth projects, with both having targeted international debt markets to meet their growing funding requirements this year.

Says Woodward: “To aid the further development of the NZ debt market there continues to be a strong role for Government in outlining a clear pipeline of projects (across a range of asset classes including toll roads, prisons, hospitals, and rail projects), so foreign capital keeps New Zealand on the radar, as well as ensuring legislation around areas such as interest withholding tax are competitive versus other jurisdictions, and encourage investment in New Zealand.

“While the domestic debt market can meet requirements up to a certain capacity, foreign capital is expected to play an increasing role to meet the planned infrastructure spend.”
Kiwis who have collectively saved more than $40 billion in KiwiSaver – an average of just under $15,000 per person – might also question whether investment allocations are structured to deliver sufficient funding for NZ growth (and the needs of savers).

Australian research firm Strategic Insight has released figures showing total KiwiSaver balances hit $40.651 billion at the end of March; up from $38.416b at the end of December.

With KiwiSaver poised to turn 10 this year, it is worth asking whether more avenues for investment should be provided onshore.

In its report, World awash with Money, Bain & Company looked at capital trends through to 2020.

The consultancy firm predicted that for the balance of the decade, markets will generally continue to grapple with an environment of “super-abundance”.

It says there has been a power shift from the owners of capital to the growers of good ideas. “In this environment, investors’ success will be determined less by how much money they command than by their ability to spot an investment’s true creation potential and act on it nimbly.

Those that can react with speed and adaptability will be best able to identify the winners, steer clear of bubbles and generate superior returns.”

There is an abundance of innovation in New Zealand. Time for that Kiwi prospectus to fund our growth and our ideas.

Capital Markets: Venturing closer to maturity (NZ Herald)

Tim McCready

Richard Dellabarca, chief executive of the NZ Venture Investment Fund, has completed a strategic review of the industry and provided growth options to Government, reports Tim McCready
Last year, then Economic Development Minister Steven Joyce announced a review of New Zealand Venture Investment Fund’s structure, reiterating the Government’s ambition for the fund to become self-sustaining.

Soon after the announcement, Richard Dellabarca was appointed chief executive of NZVIF in mid-2016 — a move that indicated the industry was maturing.

Dellabarca, an investment banker, had spent 14 years offshore in a variety of leadership roles in venture-backed companies, capital markets, financial services and technology-related opportunities.

He brings a private sector investment perspective, but given his experience as an entrepreneur he understands what is required to build globally scalable companies.

“Really good Venture Capital funds (VCs) are looking to build businesses. Investment is an important skill to have, but their greatest skill is in building companies,” he says.

“It helps to have gone through the journey of building a global company, or a company with global aspirations, in order to understand what is needed.”

When Dellabarca joined NZVIF, he was given a blank piece of paper and the mandate to go away and undertake an independent strategic review. He has spent the last year speaking with stakeholders — around 140 organisations and 230 individuals.

Dellabarca says he is encouraged with the significant amount of investable opportunities in New Zealand, noting that founders and teams tend to be aspirational and motivated, and companies aim to be global from day one.

The review noted a growing amount of angel investment — $69 million in the last year, and more than $400 million since figures have been tracked — in addition to the significant investment into universities and Crown Research Institutes.

There is money available in New Zealand to fund proof-of-concept in early stage companies.

But a shortage of funds was identified for opportunities requiring $5-20 million in early stage growth capital.

In addition, Dellabarca noted that in the Silicon Valley or the UK, “you generally see funds syndicating with two or three investors when raising Series A & B investment.

“Yet over here, we have only Movac and Global from Day One (GD1) investing locally in growth capital, severely limiting the opportunity to syndicate investments or fully fund early stage growth companies through to maturity — and ultimately a successful realisation of the investment.”

Although eight Venture Capital funds were originally established in New Zealand, the average fund size was only NZ$45 million compared with a global average of approximately US$300 million.

Dellabarca explains there is a good reason for global fund sizes given the amount of money a company generally requires through to an investment realisation.

“They will tend to invest in, say, 15-18 companies at $5-10 million each, and then keep money aside for further follow-on investment in companies that are succeeding.

“This allows for better funds management practice, managing downside while optimising on upside opportunities,” he says.

“These historic sub-scale New Zealand funds tended to invest in a range of companies, but then either didn’t have capacity to fund them through to success and, therefore under-capitalised them, or had later stage investors dilute them down when they couldn’t follow on with the investment.

“The consequence was that many of these funds didn’t generate appropriate returns for their investors,” Dellabarca says.

While offshore corporates and financial institutions have had an interest in allocating money into New Zealand technology innovation, they have not been able to find a platform to put the money in.

As many of these institutions manage multibillion-dollar funds, the smallest investment they are willing to make is $50-$100 million.

“With an average fund size of $45 million, their mandate will often preclude them from being more than 10-20 per cent of a fund,” says Dellabarca.

“By definition you need a $300 million to $400 million fund to take these cheques.

“We just haven’t set up a fund of scale to allow foreign investors to come in and access innovation.”

NZVIF have presented a number of options to Economic Development Minister Simon Bridges that aim to make the fund self-sustainable.

Although Dellabarca is unable to divulge the details on those options, he says the fund-of-funds model with its hefty fees on fees structure is no longer viable.

The results of the strategic review provide a clue that early stage expansion capital for growth companies is New Zealand’s choke point, and is a gap NZVIF would like to address if a model that works can be established.

“There is an unmet need. You could argue about the specific number but the current deal flow suggests an annual demand of $200-$300 million,” says Dellabarca.

“If you assume our current VCs invest over five years, holding back 30 per cent for follow-on investment (the traditional venture capital investing model), then you have approximately $20-$25 million invested per year, versus a demand of up to $300 million per year.

“But whatever the number is, it is substantially larger than available capital. The aspirational goal is to have that need met in some way or another.”

Considering the future, Dellabarca says that he would like to see more money in the angel space. NZVIF is currently the second largest angel investor in New Zealand, and he hopes that in time it won’t be needed.

He has the same goal for the venture capital space.

“Hopefully in 15 years we won’t need a NZVIF in any guise, and instead there will be several self-sustaining funds of scale,” he says.

“We don’t have government intervention in private equity.

“You would hope that ultimately the same will happen in the venture capital space.”

Power of NZVIF?
The NZ Venture Investment Fund (NZVIF) was established by the Labour Government in 2002 to build a vibrant early stage investment market in New Zealand by investing alongside private venture capital funds into high-growth companies.

NZVIF currently has $245 million of funds under management which it invests through two vehicles:

  1. a $195 million venture capital fund of funds, partnering with private New Zealand venture capital funds to support the development of innovative companies from start-up through to growth (investing on a two-to-one basis).
  2. a $50 million Seed Co-Investment Fund (SCIF) established in 2005 to encourage angel investment and fill the investment gap for entrepreneurs needing capital to get their business underway (investing on a one-to-one basis).

Since its inception, NZVIF has formed 27 investment partners (16 angel and 11 venture capital partners) and invested in a portfolio of 236 companies.

NZVIF has helped stimulate $2.2 billion in leveraged capital, $1.2 billion in attracted overseas capital, employment of 6076 FTEs and $174 million in taxes.

Asia New Zealand: Generational Division in South Korea

Tim McCready

While participating in the Foundation’s offshore forum in Korea, Leadership Network member Tim McCready gauged the mood of the country following the impeachment of President Park Geun-hye. In this article, he describes a country divided along ideological and generational lines.

We arrived in Seoul for the Asia New Zealand Foundation’s offshore forum at the height of demonstrations over the the impeachment of President Park by the National Assembly. Accused of violating the constitution by helping her long-time friend extort donations from the country’s biggest business empires, Park was subsequently ousted from office in an unprecedented and unanimous ruling by the constitutional court.

The president’s ousting brought to the fore simmering tensions that run along ideological and generational lines, at the heart of which is how to deal with North Korea.

Peaceful protests are not uncommon in South Korea. The first time I visited South Korea was the one-year anniversary of the Sewol Ferry Disaster. The sinking in April 2014 cost the lives of 304 passengers and crew. This resulted in enormous protests, as South Koreans saw their government having failed to hold high-level officials accountable for the disaster.

Prior to Park’s removal, demonstrations and candlelight vigils – representing both sides – took place every Saturday over three months.

A few days after we arrived for the forum, the courts approved an arrest warrant for Park, and she was jailed. Demonstrations broke out again.

I spoke with a group of protestors living together in a tent within the city square. A man in his 70’s translated and explained to me their perspective of the situation.

“There are two distinct groups in South Korea,” he said. “One is the left wing, and the other is right wing.”

“We are the right-wing group. We follow democracy. We are protesting because the president was impeached by the left. We are embarrassed that has happened.

“It is our wish that in the future there will be unification. But it is important not to give in. The left – the younger generation – follows North Korea and China.”

While this is an extreme view, it does exemplify the generational divide in South Korea. On a simple level, the older generation think that North Korea should be dealt to with pressure and isolation. The left would prefer to have an open dialogue with the North.

A lot of this divide stems from South Korean President Park Chung-hee, the father of jailed President Park. He seized power through a military coup in 1961, at a time when South Korea was far less developed economically than the North.

By the time he was assassinated in 1979, South Korea had gone through what is referred to as the “Miracle on the Han River” – a period of rapid economic growth following the Korean War. It is because of this that Park, and his daughter, are looked on fondly by older South Koreans, despite his systematic disregard of human rights.

There are an estimated 6,700 people from separated families living in South Korea. The tragedy of the situation is most easily seen through those people who are divided from their family, who passionately long for reunification.

Now, 70 years on from the division, those with the closest ties to the North are getting very old. The requirement to seek peaceful unification between the two Korea’s is part of the South Korean constitution, yet speaking with younger South Korean’s, they are often agnostic about the prospect. They are already struggling economically, and point to the enormous economic disaster that will become their responsibility if the border were to collapse.

During a meeting with a senior banker at a major international bank in Seoul, I asked for his take on North Korea.

“I am just a simple banker,” he said, modestly.

“We are always in the shadow of war. But that aside, South Korea is a very safe place to live. That is what I care about. I don’t care what happens with North Korea.”

Younger South Korean’s I spoke with shared the banker’s point of view. They don’t worry about the looming threat of nuclear war. Instead, they are getting on with their lives, and their careers – like the rest of us.

A younger South Korean I spoke to on my flight from Seoul to Europe explained it best:

“We do not spend time worrying about what could happen. That threat has always been there,” he said.

“But we are very nationalistic. We love our country. And now our President has been jailed. We are embarrassed by her. We are embarrassed about what the rest of the world thinks of us.”

That sentiment seems to be something that all generations can agree on.