Agreement to purchase shares, representing an equity investment of up to USD 10mn (EUR 8.8 million) of Pivotal Holdings Corp ("Holdings"), a wholly-owned subsidiary of Swvl Inc. ("Swvl"), as part of a capital increase of up to USD 466.5mn through its listing on the NASDAQ stock exchange. The closing of the purchase and sale of these shares will take place substantially concurrently with the closing of the business combination between Queen's Gambit Growth Capital and Swvl and is contingent upon customary closing conditions, the concurrent consummation of the business combination, and the entry into an investment framework agreement between the Bank and Holdings, pursuant to which Holdings will agree to comply with certain of the Bank's institutional requirements, including social and environmental policies and practices, certain corporate governance and compliance matters and use of proceeds. The Bank's investment is expected to support Swvl's rollout and expansion of its services in Egypt, Swvl's most important market in terms of size and revenue. Additionally, the Bank expects to work in partnership with Swvl to advance certain measures relating to its environmental, social and compliance policies.
Swvl is expected to be the first Tech-unicorn originating in Egypt to attain global scale and momentum and list on the NASDAQ. The proposed Project furthers the Bank's aim to promote competitive, efficient and high quality transport services in Egypt and support the digitisation of the transport sector. As a disruptive, asset light technology platform, Swvl has the potential to bring enormous efficiencies to shared road transportation, at scale, to both individuals (through its proprietary app) and businesses (through its software platform). Swvl delivers "seats" on minibuses, which passengers can book on Swvl's proprietary phone app. Swvl's technology engine 1) enables route creation and cross-dispatch; 2) reduces operating costs / km; 3) produces time savings; and 4) manages the selection, training and deployment of drivers and vehicles. Swvl is able to deliver all of this while delivering a competitive, reliable and high quality service.
ETI score: 75
The Project's primary transition will be Competitive. The Project supports the wide-scale roll-out of a disruptive technology and an innovative business model in the Bank's CoOs to facilitate private sector participation in the urban transport sphere. The Project also contributes to the Inclusive quality as it supports greater availability and access to safe and reliable transport services for women across Egypt.
PIVOTAL HOLDINGS CORP
EBRD Finance Summary
Total Project Cost
The Project is financially additional. The Bank is expected to participate through a private investment in public equity (or "PIPE") which has been increased to accommodate the Bank enabling it to work with Swvl to achieve transition and non-financial additionality. Non-financial additionality is to be gained from Environmental and Social aspects and governance measures.
Environmental and Social Summary
Categorised B (2019 ESP). The Environmental and Social Due Diligence (ESDD) for the Project has been undertaken by the Bank and included environmental and social ("E&S") assessment of corporate E&S arrangements, review of the current operations and the Clients capacity to manage E&S plus Swvl's 2021 Environmental and Social Governance (ESG) Report. Swvl confirmed safety, wellbeing and security of both drivers and the passengers are placed high on Swvl's agenda and built into their business model. Swvl is well aware of the gender-based violence and harassment challenges associated with the transport sector and incorporates additional security measures for female customers such as post-ride feedback. Key corporate documents include Code of Conduct for all workers, anti-bribery and anti-corruption policies. Issues to be addressed through the Bank's intervention will include, but not be limited to, conducting a gender based violence and harassment risk assessment related to business operations in Egypt, conducting awareness training among management, workers and contractors and establishing an internal worker grievance procedure. The Bank will monitor Swvl's activities through the Annual Environmental and Social monitoring reports.
Technical Cooperation and Grant Financing
Company Contact Information
Swvl Offices, Building 4, One Central, DWTC, Dubai, UAE
PSD last updated
10 Feb 2022
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Independent Project Accountability Mechanism (IPAM)
If efforts to address environmental, social or public disclosure concerns with the Client or the Bank are unsuccessful (e.g. through the Client’s Project-level grievance mechanism or through direct engagement with Bank management), individuals and organisations may seek to address their concerns through the EBRD’s Independent Project Accountability Mechanism (IPAM).
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