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Unlock liquidity. Enhance flexibility. Accelerate value.​

Strategic Capital Solutions

Looking up at financial buildings in the office district in Singapore

Unlock capital solutions

Unlocking liquidity to sustain growth momentum is both a priority and a challenge for businesses everywhere. Facing mounting obstacles in accessing capital to meet strategic goals and maintain momentum, businesses need effective solutions. That's where we come in.

We specialise in developing tailored solutions that support your strategic objectives. Operating across the capital spectrum, we design bespoke financing solutions that may include senior, stretch senior, structured debt, and structured equity. Our independence, creative approach, combined with trusted capital provider relationships and multi-disciplinary expertise, enables us to unlock the capital solutions your business needs.

PwC Singapore's Strategic Capital Solutions team is part of a wider Asia Pacific Strategic Capital Solutions practice across Singapore, Australia, New Zealand, India, and Indonesia

$25bn

Financial advisor in relation to US$25 billion of debt since 2018​

Proven track record
50+

dedicated professionals across Singapore, Australia, New Zealand, India, and Indonesia​

Highly experienced team
US$20–500

million tickets advised on​

Diverse ticket range

Here's how we can help

  • Refinance current debt to reduce servicing costs, both interest and amortisation​
  • Finance the equity component of a project or acquisition with structured capital​
  • Utilise debt / structured capital to facilitate a partial liquidity event, whilst retaining the option of exiting at a higher valuation in the future for investors​
  • Raise growth capital with little to no equity dilution​
  • Buy out minority holders using alternative debt solutions, avoiding fresh equity issuance​

As lead financial advisors, we are with you to

1

Conceptualising and structuring the solution

2

Negotiating key terms and arranging for the various components of the solution to be placed out to investors​​

3

Manage the process to closing including advising on financial aspects of key documents

Benefits of securing financing with professional advice​

Costs

Terms

Flexibility

Speed

Certainty

Confidentiality

Management bandwidth

How does an advisor help achieve these key objectives?​

  1. Independent financial advice not conflicted by balance sheet deployment​
  2. Potential access to a wide investor base to run a process with competitive tension​
  3. Potentially better integrate professional advice on strategic capital management of the broader group​
  4. Streamline process flow and speed, enabling higher fundraising probability due to advisors’ expertise in fundraising
  5. ​Enables you to get bilateral terms instead of syndicated terms​

Who we work with

Corporates

We help businesses to assess, structure, source, and execute capital solutions that support their business objectives.​

We aim to provide management teams with independent advice on capital raising in order to address a range of objectives, including funding growth, getting the best deal when refinancing upcoming debt maturities, or accessing alternative sources of capital. We can source the appropriate financiers that can help meet those objectives and help in the execution of the solutions.​

Examples of situations where we can help with solutions are:​

  • ​Raising capital for working capital needs, expansion projects or acquisitions​
  • Refinancing maturing debt​
  • Refinancing existing debt with lower cost solutions​
  • Raising funds for shareholders distribution or equity repurchase​
  • Raise equity accounted instruments or off-balance sheet debt to de-lever balance sheet​
  • Restructuring debt and debt like obligations​

Family offices

We understand that fundraising at the family office level needs to be highly discreet and therefore handled with sensitivity. We can help shareholders structure and find financial solutions at the shareholder or holding company level. We aim to provide shareholders with independent advice on these capital raising to meet their objectives and we source the appropriate financiers and help in the execution of the solutions.

Generally, this involves raising liquidity against their companies or assets for:

  • Funding new ventures, investments or acquisitions​
  • Contributing equity into their other businesses​
  • Refinance their existing shareholder level obligations​
  • Partially monetising the value of their business without selling equity stakes in them​

Private equity

We can collaborate with private equity clients and their portfolio companies to help them with their financing needs.​

Areas where we can work with private equity clients include:​

  • Raising capital to fund growth (e.g. buy-and-build strategies), capital expenditure and working capital programmes​
  • Raising finance for recapitalisation and equity release​
  • Raising leveraged buyout financing​
  • Sourcing sell-side ‘staple’ financing packages to enhance offers from potential buyers​
  • Arranging pre- and post-IPO financing packages​
  • Assisting on the renegotiation of existing facilities, including managing waiver processes, covenant resets and ‘amendment and extensions’​
  • Restructuring debt and debt-like obligations​

Case studies: Real stories. Real results.

Background and issues

  • The client, a global K-12 education provider, with approximately 70 schools across more than 10 countries has strong ties with PwC for more than 10 years, have sought our services to help them fund their buy and build strategy for scaling up purposes, minimise equity dilution, strengthen balance sheet, resolve cash traps and personal guarantees​
  • When we first started working with the client, they were having difficulties optimising their funding strategy due to their limited scale then – we have since helped them fund their growth into a global platform today​
  • Hence, the client was looking for funding partner to support further expansion and growth​

Solutions provided

  • Procure a non-dilutive structured equity line at a low double-digit cost which could be accounted for as equity to strengthen the client’s equity position​
  • De-risk for founder by seeking out the right financing partner to take out existing loans that required personal guarantees​
  • Gradually resolve cash traps within the client’s group by refinancing existing debt with lesser upstreaming restrictions, as well as procuring local financing in territories that have significant leakages for earnings repatriation (e.g. India)​

Background and issues

  • The Client is a leading multinational conglomerate and engages in exploration, mining and trading of thermal coal sourced from its coal mining concession areas, covering over 60,000 hectares with over 2.5bn MT of estimated coal resources​
  • The Client was seeking to refinance a loan via a senior secured debt that would be backed by their 30% stake in coal mine with a corporate guarantee from its Parent​
  • Mines have consistently delivered strong financial results and remained profitable, and hence the Client has been receiving robust dividends​

Solutions provided

  • PwC has developed a structure with the following Client considerations:
    • Minimising financing cost​
    • Mutually agreeable amortisation profile subject to receipt of dividends and cash availability​
  • Timing was also a key consideration, and we managed to ensure deal completion in a timely manner given the existing loan maturity​

Background and issues

  • The client is a QSR / restaurants platform established by a private equity firm, and has operations spanning Southeast Asia​
  • The platform was funded by a combination of equity from LPs as well as a share backed HoldCo loan at a mid-teen financing cost which was used to buyback certain shareholders. The HoldCo loan was coming due during the pandemic and refinancing was required​
  • In addition, capital was also required to fund the platform’s outlet expansion plan ​
  • However, as capital markets were drying up during the pandemic, it was challenging for our client to procure refinancing solutions as they had unsuccessfully attempted to raise equity​

Solutions provided

Procured the refinancing solution despite challenging market environment with the following favourable characteristics:​

  • Over 600 bps lower financing cost compared to refinanced HoldCo loan due to a ratchet structure where the financing cost scales down when a qualified IPO of significant subsidiar(ies) is achieved​
  • 3 years tenor which extended their debt maturity profile beyond the pandemic; and​
  • Ability to share proceeds of asset/subsidiary sales between our client (the borrower) and the financier, enhancing our client’s IRRs. Typically, 100% of such proceeds go towards prepaying the loan​

Background and issues

  • Client is an engineering company based in Singapore, with manufacturing and cleanroom capabilities in Southeast Asia and North America​
  • Due to the recent downturn in the volume of sales and the corresponding impact on its earning, PwC was approached to assist the management on their debt restructuring exercise considering that the loan repayments for their debt facility is due in less than 24 months​
  • This involved negotiations with over 20 lenders, each having different regulatory requirements and commercial priorities, along with Client’s key customer seeking a sustainable debt solution to retain our Client as their primary supplier​

Solutions provided

  • PwC developed a duo-tranche solution, with a cash interest tied to SOFR for one tranche of lenders, and a minimal cash interest with PIK loan tied to SOFR for another tranche of lenders​
  • PwC introduced the concept of a debt assumption agreement under a new SPV whereby Preference shares in the Borrower would be issued for debt in lieu of debt taken by the SPV, which can be recalled when the Borrower refinances its loan at maturity​
  • PwC introduced an interest deferral mechanism that allowed the Company to avoid default if it cannot service cash interest during the loan period​

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Contact us

Vishal V Thapliyal

Vishal V Thapliyal

Strategic Capital Solutions Leader, PwC Singapore

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Amit Gulati

Amit Gulati

Managing Director,​ Strategic Capital Solutions, PwC Singapore

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