Following our article of October 5 relating to the shareholder conflict of the SME AGR, specializing in waste sorting, we received details from the Duval group, a minority shareholder, in response to our questionnaire.
We publish them considering that they are factual and of a nature to supplement the preceding information so that the reader can form his own opinion.
The Group affirms that it is “totally false” to claim that it tried to “force its way to take control of AGR” and that it would be responsible for the difficulties of this company.
For Duval, it is even the opposite that happened since it was “the Managing Director and majority shareholder, Edem D’Almeida, who offered to buy us our shares as clearly stipulated in his letter of 3 January 2022” (Editor’s note: a document was attached to this statement).
This proposal came after the failure of a plan to relaunch and restructure the company’s equity proposed by the same Manager of AGR, on October 14, 2020, to the shareholders of the company, which had lost a lot of money. on the 2019 financial year, which anticipated a significant loss in 2020 and which had to quickly make a capital increase.
“The Duval Group has expressed its interest in supporting the company more sustainably in its consolidation in Togo and the conquest of new markets, in particular a deployment in Abidjan. (…) For Duval, synergies can be developed between AGR’s activities and the Group’s strategic development axis in Africa and promote the construction of a pan-African leader in waste and recycling and in a logic of investments in social and environmental impacts,” the document reads. However, “AGR faces the urgent need to rebuild its equity (negative since 2013), and the challenge of a change of scale with the consolidation of its model in Togo. This is how an effort is required of each Partner to save the company, clean up its balance sheet and guarantee its sustainability. This requires, among other things, a significant increase in capital and the contribution of new capital”.
In this plan, in order to reduce the financial situation of the company while financing its development, the Duval Group, “subject to an effort by all the partners, would accept a majority stake with, on the one hand, the concern to preserve the co-founders from a strong dilution by leaving them acquirers of the interests of the CASTEL group if it confirms its exit, and on the other hand the possibility of a new contribution in current account for a minimum amount of 250 M FCFA”.
This sentence is very clear: not only does it say that the Duval Group “would accept” and not “would like” and even less “would impose” a majority stake, but in addition, Duval undertakes to “preserve the co- founders of a strong dilution”.
Moreover, Duval acknowledges that the parties did not agree on the terms of the capital increase, which led him to consider exiting the capital, like the other minority shareholder Castel, in agreement with Mr d’Almeida, who wanted to open up his capital to new shareholders.
The takeover offer of which we have a copy, sent by Mr d’Almeida on January 3, 2022, indeed mentions: “ In accordance with the will of your group, expressed on various occasions after our last Extraordinary General Meeting dated June 30, 2021, to withdraw from the capital of the company Africa Global Recycling “AGR”.
Faced with such a situation, how can we explain what appears to be a failure or even a waste as AGR’s positioning responded to obvious issues in terms of impacts in waste management?
“In the same way as our investment, for example, in Valudo, in Sao Tome, which processes coconut on site for export, having structured the sector and created a hundred direct jobs, with AGR we had no return on investment issues. We simply want to not lose our investment and support companies in their growth so that the impact is the most positive. With AGR, we lost our investment, which we deplore for ourselves but also for AGR because we believed in this project in terms of environmental issues. The management and management errors of a majority shareholder who is also Chief Executive Officer cannot be attributed to a minority shareholder who was at no time neither aggressive nor offensive”, explains the Group. Before concluding with evidence: “Furthermore, what is the supposed interest for a Group that weighs a total of 1 billion euros to get its hands on a company in dire straits?
Concerning all of the Duval Group’s activities in Africa, and in response to a certain number of failed deals, the family group readily acknowledges that beyond AGR, in 5 years of investments in Africa, 3 deals only have “gone bad” to use our term. These are the Comoros Development Bank, the Atlas company and Finadev in Benin.
“It’s business life and that in no way alters the Group’s desire” to develop, particularly in real estate, insurance and micro-finance. The Duval Group, also involved in water drilling with a Foundation, believes that it already has great stories and real successes written on the continent with partners such as the microfinance and insurance network FINAFRICA launched in 2018 and which has integrated with success 3 subsidiaries: FINADEV GUINEA, microfinance institution, FOCEP, in Cameroon, microfinance institution, FINAFRICA ASSURANCES SENEGAL, formerly SALAMA. Thanks to the Group’s support, particularly in terms of digitalization, these companies are in a very strong growth dynamic, and four new acquisitions are also in the process of closing in Cameroon, Côte d’Ivoire, Burkina and Senegal. . The Duval Group’s trajectory on the continent is only in its infancy according to its leaders.