Secondary market makers: Bond market development is the key to greater regional liquidity

Host to francophone West Africa’s regional stock exchange, the Bourse Régionale des Valeurs Mobilières (BRVM), Côte d’Ivoire has a more sophisticated financial services industry than most of its peers in the region, with an impressive geographic catchment area. The sixth-largest of Africa’s 29 exchanges by capitalisation, the BRVM has seen the market value of its listed equities grow over five-fold from CFA1.02trn (€1.53bn) at its inception in 1998 to CFA6.32trn (€9.48bn) at the end of 2014.

While smaller in size, the regional bond market has grown more significantly, starting from CFA83bn (€124.5m) in 1999 and reaching CFA1.14trn (€1.71bn) at the end of 2014. Although still marginal to broader economic growth, accounting for 12% of the GDP of the West African Economic and Monetary Union (Union Economique et Monétaire Ouest-Africaine, UEMOA) and 38.5% of domestic GDP, the BRVM plans to break into the continent’s top-five exchanges by 2015. Indeed, 2015 will prove dynamic both in terms of initial public offerings (IPOs) and developing secondary trading in bonds – a linchpin of sovereign financing in the region.

Infrastructure

One of two multi-country markets in West and Central Africa – alongside the much smaller Bourse des Valeurs Mobilières d’Afrique Centrale, which represents six member economies but only has a single equity listed – the BRVM was established in 1998, acquiring the 35 equities listed on the former Abidjan Stock Exchange, which had been in operation since 1976. Originally conceived in 1973, a steering committee was formed in 1993, led by the Central Bank of West African States (Banque Centrale des Etats de l’Afrique de l’Ouest, BCEAO).

Finally established in 1999, the new exchange, which is privately held by 170 shareholders, including brokers, runs antennas in each member country and handles trades electronically, which are settled through the Central Depository and Settlement Bank (Dépositaire Central/Banque de Règlement, DC/BR).

The region’s common currency, the West Africa CFA franc, facilitated the market’s establishment in the absence of capital controls in the UEMOA. Ecobank, a Togo-headquartered pan-African bank, was selected by the DC/BR to handle cross-border settlements, as it was the only bank with operations in all eight countries at the time. The market moved to daily trading in 2001 and migrated from a T+5 to T+3 settlement system in 2007, thereby increasing efficiency and liquidity. Meanwhile the bond market operates on a T+1 basis for domestic transactions, and T+3 for inter-country settlements.

While the DC/BR operates a guarantee fund as a means of insulating market participants from potential counterparty risk, the Regional Council for Public Savings and Financial Markets (Conseil Régional de l’Epargne Publique et des Marchés Financiers, CREPMF) was established in 1996 as the statutory regulator for both equities and bonds.

Equity Structure

The market witnessed 10 IPOs in the 12 years leading up to 2010, although there were also eight delistings, which have caused the number of listed equities to remain broadly stable, at 38 as of the fourth quarter of 2014. The market is dominated by the 31 equities from Côte d’Ivoire, alongside two from both Burkina-Faso and Senegal, and one each from Benin, Niger and Togo.

While equity offerings are more diversified by sector – covering banking, telecoms, hydrocarbons, aviation, construction and agro-industry – a handful of firms dominate the market and the amount of stock is limited. “The average free float of BRVM stocks is around 25% only,” Antoine Yoboué, head of capital markets and asset management at Phoenix Capital, told OBG. Senegal’s telecoms operator Sonatel, which is also active in Mali, Guinea and Guinea-Bissau, and is 42.33% owned by France’s Orange, accounted for 36.1% of market capitalisation at the end of 2014, while Togo-based Ecobank Transnational made up another 14.27%, according to the exchange’s figures.

The rest of the top 10 by market capitalisation are modest, including Ivorian brewer SOLIBRA (5.21% of market capitalisation at the end of 2014); French bank Société Générale’s Ivorian subsidiary SGBCI (4.76%); French logistics operator Bolloré Africa Logistics (4.29%); Burkina-Faso’s telecoms operator, L’Onatel (3.98%); Ivorian power utility CIE-CI (3.66%); Imperial Tobacco’s Ivorian subsidiary, SITAB-CI (2.26%); palm oil producer Palm-CI (2.07%), which is part of the SIFCA group; as well as Groupe BNP Paribas’ Ivorian subsidiary BICICI (2.06%).

The market hosts two main indices alongside its seven sectoral ones: the BRVM-10, which tracks the most-traded stocks and is reviewed quarterly, and the BRVM-Composite, which covers all the listed equities. As of early January 2015, the BRVM-10 included Ecobank, Sonatel, L’Onatel, BICICI, Palm-CI, packager FILTISAC-CI, SGBCI, CIE-CI, water utility SODECI and Bolloré Africa Logistics.

Stock Performance

The market gained upward momentum from 2005, the first year it exceeded its 1998 capitalisation following an initial drop. The bull run to 2007 saw the market’s capitalisation triple in just three years to CFA3.73trn (€5.59bn), before the global financial crisis wrought a correction to CFA2.81trn (€4.21bn) by 2009. The bourse subsequently saw a recovery in 2010; however, the 2011 Ivorian crisis forced a correction of 10.2% year-on-year (y-o-y), dropping to CFA3.12trn (€4.68bn).

The market has been rebounding in the wake of the global slowdown, rising 29.3% in 2012 and 39.7% in 2013 to CFA5.63trn (€8.45bn), according to data from CREPMF. Of the 37 firms listed in 2013, 27 paid dividends, the same as the previous two years, of 5.5% on average. The market as a whole has trended broadly upwards since the Ivorian crisis, albeit somewhat unevenly. For example, in the first quarter of 2014, aggregate capitalisation rose 6.3% month-onmonth in January 2014 to CFA6.02trn (€9.04bn), before falling to around CFA5.6trn (€8.4bn) in May, to finish the year up 12.2% at CFA6.32trn (€9.48bn).

While the BRVM-Composite has tracked broader market performance, the BRVM-10 has proven more volatile, with wider fluctuations. Although the liquid shares index rose a mere 8.55% from 1998 to 2004, it grew 118.9% in the three years leading to the end of 2007, trailing the 127.7% rise in the composite index. The two-year correction to the end of 2009 saw the top-10 index fall 36.1%, compared to 33.8% in the composite, before rebounding 27.4% y-o-y in 2010, relative to a 20.5% rise in the composite.

The Ivorian crisis caused a 13.4% slump in the BRVM-10 and a 12.7% drop in the BRVM-Composite in 2011, though both started to rebound in 2012. The BRVM-10 grew 16.1% y-o-y in 2012 and 33.9% y-o-y in 2013. The index was up 8.6% in 2014, to finish the year at 267.53 points, while the BRVM-Composite rose faster still, by 19.9%, 39.3% and 11.2%, respectively, to reach 258.08 points at end-2014.

Drivers

With all sectors (besides agro-industry) showing strong growth in 2013, the rise in valuations was broad-based. Industries represented with only one stock, such as textiles (by UNIWAX) and publishing (by NEI-CEDA), saw the largest rises, of 550% and 133.46%, respectively. More representative of the market as a whole, in 2013 stocks in the infrastructure, construction and transport sectors saw growth of 69.35%, 90.48% and 98.57%, respectively, which was linked to significant public-sector infrastructure investments that year, still ongoing in 2014.

Indeed, SODECI and CIE-CI appreciated by some 94.29% and 47.62%, respectively, in 2013, while SETAO stock rose 90.48%. Meanwhile, the 128.57% increase in the share price of Bolloré Africa Logistics, the fourth best-performing stock in 2013, was driven by the new concession agreement for Abidjan’s second container terminal. “Placements in stocks like CIE and SODESI represent plays on the Ivorian government’s infrastructure build-out, although the fruits of these investments will only be felt in 2016,” Hermann Boua, the head of research at Hudson & Cie, told OBG.

A strong recovery in Ivorian domestic consumption also drove investor appetite, with 44.42% growth in distribution sector stocks, a 77.59% rise in downstream oil stocks, a 47.03% increase in the two packaging sector stocks, a 42.07% rise in the tobacco stock and 13.04% growth in food and beverage stocks, according to data from Hudson & Cie.

The telecoms and banking sectors achieved performances on par with the general market average, with growth of 36.91% and 45.59%, respectively. Sonatel and L’Onatel were also boosted by strong revenue growth, and several listed banks benefitted from the country’s economic revival.

The strongest performers amongst banks in terms of market capitalisation growth were Bank of Africa’s listed subsidiaries in Burkina-Faso (84.09%) and Côte d’Ivoire (74.32%); SAFCA (71.43%) and BICICI (63.93%). Ecobank remained one of the most traded stocks on the exchange; however, a March 2014 management crisis constrained growth.

Bucking the trend due to its exposure to exogenous pressures, the agro-industrial sector was impacted by lower rubber prices that in turn affected SOGB and SAPH-CI, which fell 17.69% and 15.25%, respectively, although Palm-CI saw a 10.56% rise.

Fixed Income

The bond market has proven more dynamic over the past decade, increasingly tapped by governments of the region to meet their funding needs. Driven by issuances from Burkina Faso, Mali, Senegal and Côte d'Ivoire (the latter two in particular) since the middle of last decade, governments sought to diversify towards longer-maturity instruments over traditional Treasury bills, which have maturities of one week to two years.

Côte d’Ivoire officially re-entered the regional bond market after the end of its political crisis with a five-year issue in September 2012. By the end of 2014 the BRVM was host to 33 bond lines – including 10 from sovereigns – with the remaining 23 bond lines accounted for by regional and private issuers.

Bond issuance rose steadily despite the Ivorian crisis, from CFA136.6bn (€205m) in 2009 to CFA381bn (€571m) in 2011 and CFA510.5bn (€766m) in 2013. Issues slowed in 2014, with CFA304.5bn (€457m) for the year. Meanwhile, bond market capitalisation nearly doubled from CFA523bn (€785m) in 2009 to CFA1.07trn (€1.61bn) in 2013 and CFA1.14trn (€1.71bn) by end-2014.

The BRVM management has estimated that some 270 bonds worth a combined CFA3.54trn (€5.31bn) had been issued between 1998 and March 2014, of which 53% were in the form of sovereign issues. In 2013 alone the market’s capitalisation grew 28.97%, driven primarily by new issues.

Treasury bonds continued to dominate issuance of fixed-income securities in 2013, with CFA407.1bn (€610.7m), far outpacing international organisations and private issuers, which issued only CFA39.4bn (€59.1m) and CFA64bn (€96m), respectively. Bond issuance remained skewed towards shorter-maturity instruments, with three-to-five-year bonds accounting for 65% of the market in 2013; six-to-seven-year bonds accounting for 21%; and 15% of bonds falling into the eight-to-12-year range, according to data from Hudson & Cie.

The largest sovereign issues consisted of three-and five-year bonds from Côte d’Ivoire, worth a total of CFA217bn (€325.5m), at 6% and 6.3%, respectively; CFA121.6bn (€182.4m) raised in seven-year bonds at 6.5% by Burkina-Faso and CFA66.9bn (€100.4m) in 10-year bonds at 6.5% from Senegal. The smaller corporate bond issues included CFA36.6bn (€54.9m) raised in eight-year bonds at 6.9% by agro-industrial group SIFCA, CFA15bn (€22.5m) in six-year bonds at 6.75% by Oragroup and CFA3.9bn (€5.9m) in seven-year bonds at 7% by Petro Ivoire. Ecobank CI sought to raise CFA10bn (€15m) in seven-year bonds at 6.5% (91% subscribed).

The market also hosts some supranational bonds from the West African Development Bank (Banque Ouest Africaine de Développement, BOAD), the ECOWAS Bank for Investment and Development (EBID) and the French Development Agency. The regional mortgage refinancing mechanism established by the BOAD, the EBID and Shelter Afrique successfully tapped the market for CFA19.16bn (€28.74m) in 12-year bonds at 6.1% in November 2013, while six new bonds worth a combined CFA403.4bn (€456.6m) were issued in 2014.

Turnover

Whereas liquidity has grown in the equity market – albeit at a modest pace – as seen in foreign investment’s share of turnover, trading in bonds has remained virtually non-existent. “Foreign investment accounted for around 15% of stock holdings, but roughly 70% of turnover in 2013,” Boua told OBG. “This investment is clustered in banking, telecoms, food and beverages, as well as stocks linked to multinationals like Shell-CI, Total-CI and Bolloré.” Indeed foreign investment has largely remained clustered in key blue chip stocks, with only one global exchange-traded fund – the S&P Frontier BMI, which is exposed to only 0.5% of BRVM-listed stocks.

Although investors are required to comply with a 10% withholding tax on dividends, they are exempt from capital gains taxation and from any restrictions on foreign investment. Nonetheless, any holdings of over 1% of a firm’s share capital must be reported to the authorities.

Rising Liquidity

While liquidity of stocks has grown only modestly in the decade to 2012, the BRVM saw significant increases in turnover in 2013, particularly during the fourth quarter of the year. According to Hudson & Cie, turnover rose from roughly 37m shares, worth a combined CFA86bn (€129m) in 2012, to 60m shares totalling around CFA141bn (€211.5m) in 2013. Despite an uptick in the ratio of shares-traded-to-total-market-capitalisation (the turnover ratio) in 2013, it remained at around 3% in 2013 – on par with the level seen in Ghana and below the 7%, 9% and 45% witnessed in Kenya, Nigeria and South Africa, respectively, in 2013, according to the African Securities Exchanges Association.

Turnover in fixed income remained fairly static in 2013, with roughly 2.7m bonds traded worth a combined CFA18.34bn (€27.51m). However, 10 bonds accounted for some 79.09% of turnover. Insurance companies and the two public pension funds – the National Social Security Fund (Caisse Nationale de Prévoyance Sociale, CNPS) and the General State Agent Retirement Fund (Caisse Générale de Retraite des Agents de l’Etat, CGRAE), which had combined assets of CFA350bn (€525m) in 2013, according to the IMF – accounted for over 60% of outstanding bond holdings by the end of 2013, while banks and retail investors were smaller participants. “The secondary bond market remains inactive because the main buyers of bonds, insurance companies, tend to buy and hold,” Bertrand Bodet, fund manager at Ecobank Development Corporation (EDC), told OBG.

In 2013 effective bond yields varied from 5.95% for bonds with eight-or-more-year maturities to 6.94% for three-to-five year bonds, which remained much lower than the 13% yields on comparable Nigerian bonds. “We estimate foreign investors own only around 1% of bonds on the BRVM, although the exact number is hard to estimate since they invest through local brokers,” Boua told OBG. “Typically they see returns on BRVM bonds as unattractive, despite our stable exchange rate, at roughly half the yield of comparable bonds in Nigeria for instance.”

Enhancing Liquidity

The authorities have sought to foster greater market liquidity through two main reforms. The first was the CREPMF’s revision to allow for share splitting from 2012 in order to cater to smaller investors. Although the regulator had previously made exemptions for Ecobank and SOLIBRA to split their shares in 2006 and 2007, respectively, on a 1:2 basis, it generalised the rule to all listed firms starting in January 2012. This paved the way for Sonatel and L’Onatel to conduct 1:10 splits in November 2012 and November 2013, respectively, when their individual share-prices stood at around CFA115,000 (€172.50) and CFA10,000 (€15). This revised regulation had an immediate impact on liquidity, even if these shares already featured amongst the five most traded stocks. “Share splits by SOLIBRA, Sonatel and L’Onatel had a big impact on liquidity, although successive share splits by Ecobank had only marginal effects, since we viewed their share price as too high to start with,” Boua told OBG.

The second major reform was implemented in mid-September 2013, when the market switched away from the traditional fixing method for transactions, where orders were cumulated from 8.30am to 10.45am and then settled at a single price. Under the new continuous trading model, transactions are handled in real-time from 9.45am to 2.00pm, with pre-opening and closing sessions on either side, similar to trading on most major exchanges in the world. This fosters greater trading to arbitrage price movements and has had an immediate impact on trading activity. “The switch to continuous trading had a big impact on liquidity, roughly doubling turnover volumes on the equity market,” Boua told OBG. Such technical reforms are meant to support outreach efforts by the exchange and brokers, both to the wider public through mutual funds but also by wooing institutional investors like insurance underwriters, who have traditionally favoured fixed income.

Over the longer term the exchange is participating in West Africa’s Capital Markets Integration initiative that aims to boost intra-regional liquidity, with exchanges in Sierra Leone, Ghana and Nigeria. The first step of the process involves harmonising listing, trading and settlement rules and granting sponsored access to brokers. This will allow for an electronic interconnection between the exchanges by March 2015, which each participating bourse expects will generate further liquidity. As institutional investors are already able to trade on foreign exchanges with CREPMF approval, this integration is aimed at the still small pool of retail investors.

There is also interest in developing other supra-regional markets. “Setting up a regional stock exchange, at the ECOWAS level, would certainly be beneficial to the whole of West Africa,” Edoh Kossi Amenounvé, managing director of the BRVM, told OBG. “However, it will take time and must be carried out thoroughly with all ECOWAS members, including big players like the Nigerian Stock Exchange.”

Intermediation

Rising equities and renewed bond issues since 2011 have attracted new brokers, such as Phoenix Capital (which was licensed in 2011), in what is already a crowded market with 21 broker-dealers licensed as of 2013.

Barriers to entry are relatively low, with capital requirements of CFA250m (€375,000) for brokers. Seven of the UEMOA member-states have at least one broker (with the exception of Guinea-Bissau), with Côte d’Ivoire, Senegal, Benin and Burkina-Faso each having more than one. However, the total number of brokerages producing research for retail investors is far smaller, including Hudson & Cie, BICIBourse, Impaxis since 2009 and Actibourse since 2013. Trading is dominated by a few brokers, including Dakar-based CGF Bourse and Hudson & Cie, and brokers affiliated with banks, like BICI-Bourse, EDC Investment Corporation, Actibourse (Bank of Africa), Sogebourse (Société Générale de Banques en Côte d’Ivoire, SGBCI) and NSIA Finance.

While market shares fluctuate widely, given the low liquidity on the exchange (brokers like CGF and BICI cornered roughly 50% of turnover in the first and second quarters of 2013, respectively), six brokers commanded market shares above 5% in the first quarter of 2014, up from five in 2013. With average broker commissions of 0.75% – limited by the 0.5%- 1% bracket that was set by the CREPMF – many smaller brokers cannot break even on broker revenue alone. “Brokerage income is less important for smaller brokers, who tend to make most of their revenue on asset management, private equity and underwriting bond issues,” Boua told OBG.

There are also 16 asset management companies that have launched a total of 24 mutual funds ( Organismes de Placement Collectif en Valeurs Mobilières, OPCVMs) since 2000, although the pace of new launches has accelerated in recent years, with half occurring since 2012. Asset manager fees are also set by the CREPMF and average 2.5%. “The good performance of diversified funds since 2012 has attracted not only more retail investors, but also insurance companies that used to be more reticent to commit to such funds,” Bodet told OBG.

There are two types of mutual funds on the market: FCPs (Fonds Communs de Placement) and SICAVs (Sociétés d’Investissement à Capital Variable). FCPs are the dominant form, with 23 vehicles as of the first quarter of 2014, while there is only one SICAV, managed by the Société Ouest Africaine de Gestion d'Actifs and diversified across asset classes. “The doubling in the number of FCPs since 2010 was driven by banks and asset managers seeking to channel small-holders’ savings into the capital markets,” Yoboué told OBG. “SICAVs have been relatively less attractive as the administration costs are higher.”

While mutual funds are allowed to invest at least 70% of their net assets in listed securities, they are also free to place up to 15% offshore, subject to CREPMF approval. The council was preparing new rules in 2014 to also allow diversified funds to make limited investments in unlisted, private equity. Diversified funds dominate the market, with 14 closed-end mutual funds, five mid-to-long-dated funds, one in short-dated bonds and three others.

In April 2014 the most active asset managers by number of mutual funds were CGF, with five, and Africabourse, EDC, Opti Asset Management and Africam, each with three, while, the largest by assets under management were Attijari, Sogespar and EDC.

Public Offer

Although the pace of IPOs has been slow since inception, with only 10 since 1998 and none in 2010-13, the exchange saw one IPO in 2014 – Bank of America’s Senegalese subsidiary – and expects as many as seven new listings in the coming years and a steady stream thereafter. The pipeline of issues includes local subsidiaries of multinationals, at least two privatisations by the Ivorian government and some Senegalese firms. Listing firms, which do not benefit from tax incentives, are required to sell more than 20% of their equity, either publicly or through private placement.

The BRVM is also expecting three new bank listings, including Burkina-Faso’s second-largest lender, Coris Bank International, which opened an Ivorian branch in 2013 and plans to list 20% of its equity. The Ivorian government announced the sales of two of its minority stakes in banks through IPOs scheduled for the coming years – both of which are to be managed by Hudson & Cie. The first is the sale of 20% of Société Ivoirienne de Banques through an IPO, with another 29% being sold to the majority shareholder, Morocco’s Attijariwafa Bank, for CFA4.9bn (€7.35m). The government is also aiming to sell a 10% stake in Banque Internationale pour l'Afrique Occidentale for a total of CFA2bn (€3m), with its majority shareholder NSIA also selling 10%.

The government likewise intends to sell 28% of its 48.47% stake in Côte d’Ivoire Telecom, in an operation valued at CFA4.27bn (€6.41m), although this will likely take longer, according to Hudson & Cie. Broker CGF Bourse is also involved in the planned listings of two Senegalese firms – money-transfer firm Money Express and energy equipment provider Matforce – in the coming years. Over the long run, authorities plan to encourage more listings of small and medium-sized enterprises through collaboration with private equity investors (see analysis) French oil major Total sold an additional 8.9% stake – 290,000 shares– of its Senegalese downstream business in late 2014, at an asking price of CFA12,000 (€18) per share, which was set by its underwriter, CGF Bourse. The listing raised CFA3.48bn (€5.22m). Toronto-listed Sama Resources also announced its intention to dual-list on the regional exchange; however, this had yet to take place.

Developing Bonds

Authorities want to develop the bond market through higher private sector issuance and by jump-starting a secondary market. In 2012 the CREPMF amended previous requirements that issuers hold a 100% guarantee from a certified institution like the BOAD or a commercial bank (which typically adds 1-2 percentage points to the cost of issuance). Furthermore, as of January 2013, all issuers needed to be rated by one of the region’s two credit rating agencies – Abidjan-based Bloomfield Investment o r Dakar-based West Africa Rating Agency. For investment grade firms, the guarantee requirement would be waved, allowing SIFCA to issue the first non-guaranteed bond in November 2013.

In terms of sovereign issuance, the market expected slightly fewer new bonds in 2014, with CFA241bn (€361.5m) and CFA160bn (€240m) issued by Côte d’Ivoire in March and November 2014, respectively and a CFA75bn (€112.5m) float from Senegal on the horizon. The first Ivorian issue was the biggest issue in BRVM history. Significantly, Côte d’Ivoire also returned to the eurobond market for the first time since its 2011 default, with a $750m dollar-denominated issue in July 2014 that was heavily oversubscribed, to the tune of nearly $5bn in orders.

Although the settlement system for bond trading is automated, with regional identification numbers for bonds, as of yet there are no licensed primary dealers or International Securities Identification Number (ISIN) codes. The UEMOA Council of Ministers adopted a draft charter on the relations between bond issuers and primary dealers, while also establishing guidelines for bond repurchase operations, which was enacted from October 2013. This has broadened the BCEAO-run weekly repo market from Treasury bills to bonds, with over €750m in repos weekly, according to estimates from Citigroup. The BCEAO was in the process of licensing banks as primary dealers in 2014, which would facilitate banks’ liquidity management, as well as encourage more secondary trading. Over the longer term there is a plan to turn the DC/BR into a depository for bonds and, later still, Treasury bills. Once ISIN numbers are attributed, the bonds would feature on Bloomberg, which could act as a ready-made secondary market and help attract greater foreign portfolio investment.

Outlook

With the IMF reporting 5.7% real GDP growth in UEMOA in 2013, and forecasting 6.6% and 6.2% growth in 2014 and 2015, respectively, fundamentals support continued appetite for equities and bonds. “We expected the BRVM’s performance in 2014 to be an average of the last three years,” Bodet told OBG. “2011 was a crisis year, 2012 was the rebound, 2013 was a growth year and this year will see a drop in euphoria and growth closer to the trend.” As public investment supports key sectors like infrastructure and construction, private investors should continue to buoy stocks linked to domestic consumption. Given this bull market, authorities are seizing the opportunity to broaden market participation and enact structural reforms aimed at expanding secondary trading in equities and fixed income.

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The Report: Côte d'Ivoire 2015

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