RELEASE: NOTIFICATION OF A PROPOSED ACQUISITION OF BAOBAB S.A.S. BY BELTONE CAPITAL, A SUBSIDIARY OF BELTONE HOLDING S.A.E

COMMUNICATION OF THE ECOWAS REGIONAL COMPETITION AUTHORITY REGARDING THE NOTIFICATION OF A PROPOSED ACQUISITION OF BAOBAB S.A.S. BY BELTONE CAPITAL, A SUBSIDIARY OF BELTONE HOLDING S.A.E

 

Purpose of the Notification of the Proposed Acquisition

The ECOWAS Regional Competition Authority (ERCA) has received a merger notification concerning the acquisition of the company Baobab S.A.S. by Beltone Capital, a subsidiary of the Egyptian group Beltone Holding S.A.E.

The proposed transaction, involving companies operating in the regional market, is therefore subject to notification to ERCA for prior authorisation, in accordance with Article 2(1)(a) of Regulation C/REG.23/12/21 on the rules of procedural for mergers and acquisitions within ECOWAS and the Enabling Rule PC/REX.1/01/24 concerning merger thresholds and thresholds for dominant and monopolistic positions.

Description of the Parties to the Transaction

Beltone Capital (the Acquirer), a company governed by Mauritian law (registration number: 198611 GBC), has a capital of USD 6,962,000 and is headquartered in Ebene, Mauritius.

Its parent company, Beltone Financial Holding S.A.E., is a leading non-banking financial services provider in the MENA region and is listed on the Cairo Stock Exchange (EGX: BTFH.CA). It offers a wide range of services including asset management, investment banking, brokerage, alternative finance, venture capital, and SME support.

Baobab S.A.S. (the Target), a simplified joint-stock company under French law, operates in the microfinance sector. It provides credit, savings, money transfer services, and distributes insurance products as an intermediary. Its headquarters is located at 1 rue de Gramont, 75002 Paris, France.

Nature and Scope of the Transaction

The envisaged transaction consists of Beltone Capital acquiring at least 68.11% of the capital and voting rights of Baobab S.A.S., potentially up to 100%, depending on the exercise of joint exit rights by certain current shareholders (including AXA Investment Managers UK Ltd, AXA Belgium, Apris Growth 2 Ltd, Nordic Microfinance Initiative Fund III K/S, Sisters Soparfi S.A., and Ms. Kathleen Devitt).

This acquisition would grant Beltone Capital exclusive control of Baobab, constituting a merger/acquisition operation within the meaning of the applicable ECOWAS regulations.

Expected Outcomes and Strategic Justification

The acquisition of Baobab is likely part of Beltone Group’s geographical expansion strategy, particularly in West Africa. It would allow Baobab to strengthen its operational capacity and support the growth of inclusive finance in countries such as Côte d’Ivoire and Senegal.

Through this transaction, Beltone aims to:

  • Stimulate Baobab’s medium- and long-term growth
  • Expand its customer base and enter new markets
  • Optimise operations and contribute to strengthening African financial sovereignty

Rights of Third Parties

Pursuant to Article 44(2)(a)(iv) of the ECOWAS Regional Competition Authority’s Investigation and Notification Manual, third parties are invited to submit their observations to ERCA within thirty (30) days following the publication of this communiqué.

These observations should be supported by any relevant documentation and submitted in a confidential envelope to the following postal address:

ECOWAS Regional Competition Authority

Bertil Harding, Bijilo, The Gambia

P.O. Box 4470

Or electronically to the following email addresses: registry@erca-arcc.org et info@erca-arcc.org.

 ERCA