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Governance seals deal : CT Corp
Growing with Indonesia’s consumer sector
Darryl Yu 20 Jan 2015

 They say that two makes company but three is a crowd, but how about 13 international banks? That was the story for CT Corp in early 2014, when the Indonesian conglomerate was able to successfully market its US$1.275 billion triple tranche syndicated loan. It was the largest ever private sector syndicated loan facility from Indonesia that initially involved over 10 international banks.


Despite the uncertainty surrounding the Indonesian market then, such as the volatility of the currency and the upcoming elections, CT Corp was able to gain the trust and commitment from its lending banks. “I think the governance of CT Corp is one of the best in the country,” says Ashish Saboo, company director. “If you connect this governance to the deal, you can see why a non-listed company could have this kind of capital from people.”

CT Corp has a broad range of consumer businesses spanning from theme parks to television stations. “We are the only group that has been focused on the consumer, that’s why we are the biggest consumer group in the country,” comments Saboo. “Several years back, we made a conscientious decision to focus on retail while everybody was focusing on commodities.” Additionally, the group has been optimistic that Indonesia would soon develop into a high-income consumer society. “By 2025, the beauty of all these businesses we are building will be realized,” he notes.


Over the past 28 years, the company has slowly expanded into new sectors, most recently fully acquiring PT Carrefour Indonesia in 2013 despite competing bids from several private equity firms. “We were able to acquire Carrefour because we already owned 40% of it, for them we were the best company to sell to,” says Saboo.


However, to finance the acquisition, CT Corp had to promptly borrow US$750 million. “We first spoke to banks that were involved in the transaction,” he recalls. That deal was completed in March 2013 under much fanfare with 39 banks participating, including 13 mandated lead arranger bookrunners.


Although CT Corp was able to acquire the Carrefour brand, the 2013 loan facility limited the group’s capabilities for growth. “The whole objective was the acquisition. But since the deal was done so quickly, our media and retail businesses were locked,” Saboo states. Looking to redistribute the debt among its other businesses, CT Corp again approached the banks for advice and devised the current triple tranche scheme to restructure the 2013 US$750 million Carrefour acquisition loan.


With the newly created US$1.275 billion syndicated loan, its businesses gained much needed maneuverability with a longer average loan life of 3.33 years compared to 2.4 years previously. “Carrefour needs a lot of cash to grow through the opening of more stores. With the previous structure, we were restricted on how we could develop,” says Saboo. The facility comprises of a US$275 million three-year tranche and two US$500 million five-year tranches. “My biggest concern was flexibility because last time I had given up on flexibility for speed,” he informs.


Through the refinancing process, CT Corp was also able to develop key relationships with a number of international banks. “We could have approached the local banks but we wanted to broaden our banking relationship. The banks believed in the governance of the group and trusted in our execution capability.”


Lenders benefited under the new scheme by now being closer to CT Corp’s media businesses (Trans Media and Trans TV) that have higher cash flows compared to its retail arm, Trans Retail.


Saboo highly praised the banks on how they handled the sheer size and complexity of the loan. “The idea came from the banks. At the end of the day, they are the ones that took the risk,” he points out.


It has been exciting times for Indonesia following the dramatic election of President Joko Widodo last year. The economy is slowly changing towards the development of the middle class. “We have to let people know that there is a consumer story brewing up in Indonesia and not only commodities,” says Saboo.


Aiming to mimic Disney’s model for innovation and creation of unique content, CT Corp will continue to play a bigger part in the everyday life of Indonesians. “No other player is interacting with the consumer the way we are,” Saboo comments. “On a typical day, an Indonesian consumer has three to four interactions with us through one of our businesses.”

 

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