Helios Investors II, L.P.

SUMMARY OF PROPOSED INVESTMENT

This Summary of Proposed Investment is prepared and distributed to the public in advance of the IFC Board of Directors’ consideration of the proposed transaction. Its purpose is to enhance the transparency of IFC’s activities, and this document should not be construed as presuming the outcome of the Board decision. Board dates are estimates only.

Project number 27876
Company nameHelios Investors II, L.P.
CountryWestern Africa Region
SectorPrivate Equity/Venture Cap Fund - Regional
Environmental categoryFI
Date SPI disclosedApril 24, 2009
Projected board dateJune 11, 2009
Department
StatusActive
Previous EventsInvested: February 11, 2010
Signed: June 29, 2009
Approved: June 18, 2009
Overview

Project description
The proposed project is to make an equity investment of up to the lesser of US$60 million or 20% of Helios Investors II, L.P. (the “Fund”) to support a fund manager that targets African investments in new business formations and established companies as well as in infrastructure-related projects. The Fund will consider investments in companies mainly located in Nigeria, Ghana, Angola, Cote D’Ivoire, Kenya, Tanzania and Uganda. Other African countries may be considered opportunistically. It is expected that half of the investments will be located outside Nigeria, in smaller IDA countries. The Fund will target the following sectors: financial services, telecoms, healthcare, power and utilities, transport and logistics, agro-business and consumer products. It is expected that 50% of the Fund’s commitments will be invested in infrastructure-related projects including power, railway and telecom infrastructure. The Fund will make 8-10 investments with an average investment size of US$50 million (investments may range from US$20 million to US$100 million). This investment strategy and focus is in line with the investment team's previous fund, Helios Investors, L.P., a fund that was launched in 2006 and has been 85% committed in five African investments.

Sponsor/Cost/Location

Project sponsor and major shareholders of project company
The Fund is advised by Helios Investment Partners, L.L.P. (“Helios”), a London-based investment adviser established in 2004 by Temitope Lawani and Babatunde Soyoye, both former Principals at the Texas Pacific Group (“TPG”) with a shared interest in utilizing private equity to foster economic and social development in Sub-Saharan Africa. They are joined by Partner Mark Hartmann (also formerly from TPG) and nine investment professionals. It is anticipated that Helios will hire four professionals in the near future. The General Partner of the Fund is Helios Investors Genpar II, L.P., an entity registered in Cayman Islands. The Helios team has offices in London and Nigeria.
Total project cost and amount and nature of IFC's investment
It is proposed that IFC invest up to the lesser of $60 million or 20% of the Fund’s capital commitments.
IFC investment as approved by Board
60 million (USD)
Product LineIFC Investment (million USD)
Risk Management 
Guarantee 
Loan 
Equity60

* These investment figures are indicative
Location of project and description of site
The Fund will be formed as a limited partnership under the laws of the Cayman Islands and will have investment staff based in London and Nigeria. To further support Fund operations, the General Partner is considering establishing a new office in Kenya to focus on East African opportunities. The Fund will seek investments in Nigeria, Ghana, Angola, Cote D’Ivoire, Kenya, Tanzania and Uganda, with half of the investments expected to be located outside Nigeria. Other African countries may also be considered opportunistically.

Development Impact

Anticipated development impact of the project
The Fund is expected to have a strong impact for private sector development as follows:

-- Support of IDA countries: The Fund is expected to invest a substantial part of its commitment to investments in IDA countries.

-- Private sector development: The Fund will add value to its investee companies, by providing managerial, operational and strategic support to improve their competitiveness and sustainability.

-- Economic development: The Fund is expected to invest in high-growth companies aiming to increase output, which in turn is expected to increase employment growth rate.

-- Environmental practices: The Fund Manager will be required to adopt international best practices for environmental and social risk assessment and management, and improve transparency and corporate governance, thus transferring knowledge and skills to portfolio companies.

IFC's expected development contribution
Through its investment in the Fund and active participation in the Advisory Committee, IFC will have the following roles:

-- Providing a catalytic role and supporting an existing IFC client in a difficult global economic environment;

-- Providing valuable industry/regional expertise on the Fund’s advisory committee particularly in Infrastructure; and

-- Providing debt financing through co-investments as well as industry and regional expertise for portfolio companies to realize their cross-border expansion strategies;

-- Advising on Fund’s structure and terms and providing environmental and social (“E&S”) guidelines.
Environmental and social issues - Category FI
This project has been classified as a Category FI project according to IFC’s Environmental and Social Review Procedure. The appraisal will focus primarily on how the Fund’s investment approach and due diligence process will enable it to identify, assess and manage environmental and social risks in respect of its investments to ensure compliance with the IFC’s FI Exclusion List, the applicable National Social and Environmental Laws and regulations and the IFC Performance Standards.

As an existing client, Helios has submitted the environmental report required by IFC (“AEPR”). IFC's CES group has reviewed the report, provided an ESRR rating of 3, and is following-up with the client on the questions raised, including the Fund Manager’s Social and Environmental Management System (“SEMS”) and due diligences processes. Helios is updating its SEMS to incorporate IFC’s Performance Standards and other policy requirements. The client is however committed to improve them, and CES will suggest supplemental actions to address the gaps in the SEMS. Based on the Applicable Performance Requirements and Social and Environmental Performance, the Fund Manager will be required to:

-- Upgrade the existing SEMS, prior to commitment to the satisfaction of IFC;
-- Retain responsible, qualified persons to manage and implement the SEMS;
-- Commit to implement the SEMS to ensure that its investments/activities are in compliance with the Applicable Performance Requirements;
-- Submit a periodic report to IFC as per a format to be provided by IFC.

Additionally, given the potential high risk present in some of the sectors of the Fund’s investments, IFC will review the implementation and performance of the Fund’s SEMS for the first few projects, prior to the Fund’s investment, to ensure that the Fund’s SEMS is robust. The CIN E&S team will be involved in the appraisal of the project and assessing transactions.

Contacts

For inquiries about the project, contact:
Temitope Lawani
Founding Partner
Helios Investment Partners
Third Floor, 70 - 71 New Bond Street
London W1S 1DE, United Kingdom
Tel: +44 20 7318 5820
Fax: +44 20 7318 5830

For inquiries and comments about IFC, contact:
General IFC Inquiries
IFC Corporate Relations
2121 Pennsylvania Avenue, NW
Washington DC 20433
Telephone: 202-473-3800
Fax: 202-974-4384
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