Nexora Capital — Corporate & Funding Structure
The corporate and funding structure and why the structure is bankable underpinning Nexora.
Section 17 · Business Plan
Corporate & Funding Structure
The corporate and funding structure and why the structure is bankable underpinning Nexora.
The Group adopts the ring-fenced funding architecture that SA
securitisation lenders and DFIs expect for scaling lending businesses,
the same pattern applied across comparable warehouse-funded
platforms:
- Nexora Capital (Pty) Ltd (OpCo): owns the
platform, brand, people and customer contracts; earns banking, payments,
SaaS and servicing fees; holds the equity investment and the junior
notes in WarehouseCo. - Nexora Funding 1 (RF) (Pty) Ltd (WarehouseCo): a
ring-fenced, insolvency-remote special purpose vehicle, separately
NCR-registered, that purchases eligible receivables originated by OpCo.
Senior lenders fund up to an 80% advance rate against eligibility-tested
collateral; OpCo’s junior notes provide the 20% first-loss
cushion. - Nexora International Holdings: holding entity
for Phase 2–3 country operating companies, established at Series
B.
Why the Structure is Bankable
Senior lenders take exposure to a defined, seasoning-tested pool with
portfolio covenants (arrears triggers, excess-spread trap, advance-rate
step-downs, eligibility criteria and servicer-replacement rights) rather
than to fintech operating risk. Equity investors retain the operating
upside, the ecosystem revenue and the residual value of the book, while
their first-loss position aligns incentives on underwriting quality. The
structure also creates the pathway to a rated note issuance by Year 5,
which compresses funding cost and is a precondition for the terminal
economics assumed at exit.
Confidential — this business plan is provided to prospective investors and lenders for evaluation purposes only and may not be reproduced or distributed without the written consent of Nexora Capital (Pty) Ltd.