Expandingdigitalconnectivitytomorecommunities

 

RMB was transaction adviser, mandated lead arranger and cornerstone debt financier on the R14.4 billion recapitalisation of Frogfoot Holdings Proprietary Limited (Frogfoot) and Vox Telecommunications Holdings Proprietary Limited (Vox). The transaction comprised R8.4 billion of new equity and the refinancing of R6.0 billion of existing debt, positioning the businesses for their next phase of growth and providing the capital to accelerate fibre expansion. Frogfoot plans to increase its rollout to around 360,000 homes a year, with most of the deployment focused on underserved communities.

Frogfoot is a fibre network operator providing infrastructure across South Africa, while Vox is a national connectivity provider serving businesses, the public sector and households across voice, data, cloud and cyber-security services. Through Hypa Fibre, Vox offers prepaid fibre options that make high-speed connectivity more accessible to lower-income households and communities that have historically remained beyond the reach of fixed broadband.

The challenge

Some of the existing shareholder base was seeking a liquidity event while ensuring the businesses remained well positioned for future growth. Achieving this required more than a traditional shareholder exit.

The companies needed substantial new equity capital to support network expansion, and fund future growth initiatives, while simultaneously refinancing existing debt facilities. The solution needed to align a diverse group of existing and incoming investors, management and lenders around a shared long-term growth strategy.

The transaction also came at a point when the next phase of South Africa's fibre rollout requires capital at scale and commercially sustainable delivery models. Around 4.5 million homes have high-speed internet connections, while the potential market in underserved communities extends to as many as 15 million homes. This presented a clear growth opportunity for Frogfoot and Vox, alongside the potential to bring affordable, reliable connectivity closer to households that have historically remained beyond the reach of fixed broadband.

RMB's solution

RMB delivered an integrated advisory and funding solution, combining strategic advice, capital raising, debt structuring and funding.

The bank advised on and structured the recapitalisation, helping bring together a consortium of investors to support management's growth ambitions. The transaction introduced R8.4 billion of new equity investment, including capital from new shareholders alongside rolling investors in select existing shareholders and management.

In parallel, RMB acted as mandated lead arranger on the senior debt package and participated in the funding commitments as the largest lender in the financing group.

By combining strategic advice, equity capital, debt structuring and funding, RMB helped create the financial platform for Frogfoot and Vox's next phase of growth. The integrated solution addressed the shareholder and refinancing requirements while giving the businesses the capacity to accelerate fibre deployment and extend more affordable connectivity to communities that remain underserved.

Outcomes

For Frogfoot and Vox, the recapitalisation provides capital for faster network expansion, market growth and continued investment in South Africa's digital infrastructure. Frogfoot expects to increase fibre deployment to around 360,000 homes a year over the next 12 months, with most new connections planned for underserved and lower-income communities.

“Over the past two decades, the lives of those in affluent areas have been transformed through huge investments in the deployment of fast fibre access. Education, work, security and other critical aspects of our lives are now completely dependent on fast and affordable Internet. Too many South African homes still don't have that. This investment lets us change it at scale with ultrafast, reliable Internet that is affordable by all. RMB's ability to bring advice, equity and debt together, and to align a diverse group of investors, lenders and management behind one long-term plan, has been key to unlocking this new and exciting chapter in our journey to connecting each and everyone in South Africa." Abraham van der Merwe, Frogfoot Founder

For communities, this expansion can bring affordable, reliable high-speed internet closer to households with limited fixed-broadband access. Greater connectivity can support education, employment, entrepreneurship and participation in the digital economy. The planned build is also expected to create more than 5,000 direct local jobs, extending the impact of the transaction beyond infrastructure to local economic activity.

For RMB, the transaction demonstrates the value of bringing advisory, capital raising, structuring and funding capabilities together to solve a complex client need. It also shows how private capital can support business growth while widening access to connectivity and enabling broader social and economic participation.

Client	Frogfoot Holdings Proprietary Limited and Vox Telecommunications Holdings Proprietary Limited
Sector	Digital Infrastructure and Telecommunications
Capabilities	Corporate Finance, Debt Funding Solutions, Capital Raising, FOGS, Sponsor Solutions
RMB's role	Financial and Transaction Adviser, Mandated Lead Arranger and Funder
Transaction value	R14.4 billion
Country	South Africa