Rosebank Workspace Business Plan — Funding Requirement, Structure and Investment Returns

The funding package, how it is applied across fit-out and working capital, and the return profile.

Section 22 of 29

Funding Requirement, Structure and Investment Returns

Jump to section

R56.8m of committed funding, of which R20.0m is at risk before the flagship proves itself. Base-case equity IRR of 18.6% and a money multiple of 2.23×.

R56.8m

Total funding required

R29.0m

Equity, in two tranches

18.6%

Base-case equity IRR

2.23×

Money multiple

21.1 Funding requirement

Table 61 Sources of funds

Source

Amount (R m)

Share

Terms

Equity — Tranche A

20.0

35.2%

Subscribed at financial close, month 1

Equity — Tranche B

9.0

15.8%

Month 13, conditional on Rosebank occupancy of 75%

Senior term debt

12.0

21.1%

Prime + 225bp; 18-month capital moratorium then 54-month amortisation

Asset finance

6.8

12.0%

Prime + 300bp fixed at drawdown; secured on furniture and technology

Landlord installation allowances

9.0

15.8%

Contributions against fit-out cost, received on practical completion

Total committed funding

56.8

100.0%

Revolving credit facility (undrawn)

10.0

n/a

Prime + 400bp on drawn amounts; committed standby liquidity

Table 62 Use of funds

Application

Amount (R m)

Share

Comment

Fit-out and leasehold improvements

36.0

63.4%

Three centres at R4,900–R5,600 per m²

Furniture, fittings and equipment

6.0

10.6%

R6,900–R7,400 per desk

Technology and connectivity

2.5

4.4%

R3,200–R3,400 per desk

Pre-opening and ramp-period funding

6.1

10.7%

Rent, staff and marketing before and during the occupancy ramp

Contingency

2.7

4.7%

6% of capital cost

Liquidity reserve

3.0

5.3%

Minimum operating cash floor

Headroom

0.5

0.8%

Residual

Total application of funds

56.8

100.0%

21.2 Why this structure

  • Equity in two tranches. The milestone at month 13, Rosebank at 75% occupancy, is the single most informative datapoint the business will generate. Releasing the second tranche against it means only R20.0m of equity is exposed to an unproven ramp, and it gives the investor a genuine decision point rather than a theoretical one.
  • Senior debt at 21% of the funding stack. Modest gearing reflects the absence of hard asset security: leasehold improvements have limited realisable value on default. Higher gearing would improve the equity return but would breach the DSCR covenant in FY2030 in the base case, let alone the downside.
  • Capital moratorium for 18 months. Debt service during the Rosebank ramp would consume cash the business does not generate until month 22. The moratorium costs additional interest and is the right trade.
  • Asset finance for furniture and technology. These are the only assets with genuine collateral value, and financing them separately at a fixed rate releases senior capacity for fit-out, which cannot be financed on an asset basis.
  • Landlord allowances at 16% of funding. These are the cheapest capital in the structure, they carry no interest and are effectively repaid through the rental over the lease term, and securing them is the principal commercial objective in each lease negotiation.
  • A committed but undrawn revolving facility. It is not needed in the base case. It is needed in the downside case, and a facility arranged after a ramp disappoints is not a facility that will be arranged.

21.3 Debt serviceability

Debt service cover, interest cover and net debt to EBITDA
Figure 1. Debt service cover, interest cover and net debt to EBITDA

Table 63 Debt service and covenant metrics

2027

2028

2029

2030

2031

Covenant

Senior term debt

12.0

10.7

8.0

5.3

2.7

Asset finance

2.1

3.4

4.0

3.3

2.1

Total debt

14.1

14.0

12.0

8.6

4.8

Cash

14.3

12.0

6.9

10.8

20.4

Net debt / (net cash)

(0.1)

2.1

5.1

(2.3)

(15.6)

EBITDA

(7.1)

(1.8)

6.9

6.4

14.2

Net debt / EBITDA

n.m.

n.m.

0.73×

-0.35×

-1.10×

≤ 3.00×

Interest cover

n.m.

n.m.

4.32×

4.67×

16.27×

≥ 2.50×

Debt service cover

n.m.

n.m.

1.32×

1.18×

2.80×

≥ 1.15×

21.4 Investment returns

Table 64 Base-case investment returns

Measure

Value

Basis

Investor equity subscribed

R29.0m

Tranche A R20.0m and Tranche B R9.0m

Investor holding

53%

Post-money, after the employee share trust

FY2031 EBITDA

R14.2m

Exit year

Exit multiple

7.50× EBITDA

Applied to FY2031 EBITDA

Enterprise value at exit

R106.4m

Net cash at exit

R15.6m

Added to enterprise value

Equity value at exit

R122.0m

Investor proceeds

R64.7m

At 53% of equity value

Money multiple

2.23×

Proceeds over capital subscribed

Equity IRR

18.6%

On actual cash flow timing of the two tranches

Weighted average cost of capital

17.2%

Cost of equity 20.2%, after-tax cost of debt 9.9%, 30% target gearing

Discounted cash flow enterprise value

R29.5m

Five-year unlevered free cash flow, terminal growth 4.5%

21.5 Two valuations that do not agree

The discounted cash flow produces an enterprise value of R29.5m. The exit multiple produces R106.4m. The gap is large and it is not a modelling error, it is the honest consequence of a business whose cash flows are negative for three of the five projected years, so that a discounted cash flow at a 17.2% weighted average cost of capital places most of its value in a terminal year that has only just begun to perform.

Table 65 Unlevered free cash flow and the reconciliation between the two valuations (R million)

2027

2028

2029

2030

2031

Terminal

Unlevered free cash flow

(18.2)

(9.3)

(2.2)

8.2

12.0

Discount factor at 17.2%

0.853

0.728

0.621

0.530

0.452

0.452

Present value

(15.5)

(6.7)

(1.4)

4.4

5.4

Table 66 Valuation bridge (R million)

Value

Comment

Sum of explicit-period present value

(13.9)

Five years of unlevered free cash flow, discounted at 17.2%

Present value of terminal value

43.4

Perpetuity growth of 4.5% applied to FY2031 unlevered free cash flow

Discounted cash flow enterprise value

29.5

Exit multiple implied by the terminal value

6.77×

Undiscounted terminal value as a multiple of FY2031 EBITDA

Exit-multiple enterprise value at 7.50×

106.4

The basis used for the investment return in Section 21.4

Difference

76.9

The value attributable to the exit assumption rather than to projected cash flows

21.6 Exit sensitivity

Table 67 Returns across the exit multiple range

Exit multiple

Enterprise value (R m)

Equity value (R m)

Investor proceeds (R m)

Money multiple

Equity IRR

6.00×

85.1

100.7

53.4

1.84×

13.9%

6.50×

92.2

107.8

57.1

1.97×

15.5%

7.00×

99.3

114.9

60.9

2.10×

17.1%

7.50×

106.4

122.0

64.7

2.23×

18.6%

8.00×

113.5

129.1

68.4

2.36×

20.0%

8.50×

120.6

136.2

72.2

2.49×

21.4%

Source: Company financial model. The base case assumes a 7.5× exit.

The Company’s own assessment, stated plainly: this opportunity does not clear a 20% private equity hurdle in the base case. It clears it at an 8.00× exit and above. It comfortably clears the 12–16% range typically applied by development finance institutions, family offices and property-sector investors, and it does so across the full range of exit multiples tested from 6.00× upwards. Section 24 sets out which investor profiles this opportunity suits and which it does not.

21.7 Site-level returns

Table 68 Return on capital by centre at stabilisation

Rosebank

Sandton

Waterfall City

Net capital cost

R14.3m

R11.0m

R9.6m

Net capital per desk

R49,485

R45,113

R43,433

Annual contribution at stabilisation

R10.0m

R8.6m

R6.4m

Cash-on-cash return

70%

78%

66%

Payback on net capital

35 months

32 months

33 months

Source: Company financial model. Contribution is stated before central overhead, depreciation, finance costs and tax, and payback is measured from the centre opening date rather than from financial close.

Each centre pays back its net capital in under three years at the contribution line, which is the correct measure of whether a site works. The gap between these site-level returns and the group equity IRR of 18.6% is accounted for by central overhead, the cost of the ramp periods, finance costs and the fact that the investor funds all three centres from month 1 while the third does not open until month 37.