August 30, 2021 – On today’s podcast we welcome special guests Victoria Grace, Founder and CEO of Queen’s Gambit, and Youssef Salem, CFO of Swvl. Queen’s Gambit is a sustainability-focused SPAC that announced a $1.13 billion merger with Swvl, a Dubai-based provider of transformative mass transit and shared mobility solutions.

On the show, Victoria and Youssef discuss:

  • The founding of Queen’s Gambit and whether Victoria is a fan of the Netflix series or chess
  • How Swvl differentiates itself from Uber / Careem or other competitors in the marketplace
  • Some of the key drivers that investors should be aware of for Swvl
  • And more

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Welcome investors to the Absolute Return Podcast. Your source for stock market analysis, global macro musings and hedge fund investment strategies. Your hosts Julian Klymochko and Michael Kesslering aim to bring you the knowledge and analysis you need to become a more intelligent and wealthier investor. This episode is brought to you by Accelerate financial technologies. Accelerate, because performance matters. Find out more at www.Accelerateshares.Com.

Julian Klymochko: So, we have Yousef, CFO of Swvl, along with Victoria, from Queens Gambit, talking about the merger today. I wanted to get into both of your backgrounds prior to talking about the specifics on Swvl and the going public transaction that you recently announced. Yousef, I understand you have a background in investment banking, worked at Moelis. Can you talk about your career trajectory and ultimately what opportunity you saw with Swvl?

Yousef: Absolutely Julian, thanks for having us. So, I’ve been within investment banking for the last nine years, including the last five with Moelis & Company as an executive director in the Dubai office, covering our Middle Eastern, North Africa kind of clients. I’ve already been working with [Inaudible 00:00:52] and the team for a couple of years fundraising on the private side. Clearly so, a huge opportunity in the business being through them, through the kind of the private funding in terms of kind of various aspects, right? Whether it’s the growth, the kind of overall problem, the business solving the ESG emphasis, the very strong unit economics which meant that, when this opportunity came up with the business going public, I formally joined the team as a CFO.

Julian Klymochko: Okay, and Victoria, I did want to get an introduction from yourself. I noticed you have a long career in tech investing. Can you tell us about your background and the thesis behind the launch of Queen’s Gambit Growth Capital?

Victoria Grace: Sure, thanks for having me. Great to be here. So, I’ve been investing for over a decade now, kind of across capital structures. I started my private career at Salomon Brothers actually doing investment banking. And then made a shift towards buy-side, was at Dresdner for quite a bit of time and then launched my own firm five years ago called COLLE Capital where we focus on early-stage technology investing. We had an interesting, you know, almost the opposite from health consequences [Inaudible 00:02:21] and our fund where we had all our companies. For the most part, I shouldn’t say all, but most companies doing quite well in [Inaudible 00:02:29] and we had a number of exits last year. One of them was a company that was thinking about by a SPAC.

And so, it was an interesting experience for me. I was on the board of a company, was intimately involved in the thought process and saw firsthand benefits of this transaction, both for the company, for investors, for SPAC shareholders and sponsors. And so, for me, it was definitely an eye-opening experience that I wanted to take learning strong. I also realized that there’ll be quite a few SPACs coming down that path and utilizing these type of vehicle to take company public. So, I wasn’t sure if I wanted to do it, but then ultimately decided that I probably could do a differentiated product and my focus was very much around growth story and a super high-quality company to partner with. So that was like the first element that I wanted to focus on.

The second element was all around the type of team I wanted to assemble around myself. Having gone on the target side through this transaction, I knew that the number of skills set you need to have around the table to have a successful process, you know, raising a SPAC is actually the least important piece. It’s really finding the target; it’s negotiating the structure, it’s de-SPAC process and what happens post closed of transactions that’s super important. So that was in the back of my mind, I want to make sure I had very, very qualified team around myself. And then you know, the last element was okay, well I don’t see any women involved in SPACs really. I mean, I spoken to twenty, thirty SPACs and they were all run by men and maybe they will have one woman on the team or the board level or advisory.

So, I decided to do something radical and have an entire team, the board, advisory, all female executives. So, there’s twelve of us in total and we, you know, we essentially have experienced taking companies public, have experience running companies, high growth stories, public boards, corporate governance, all of the stuff that’s actually [Inaudible 00:04:59] board to be a public company. So that process started in December last year, we launched in January and had very successful reception in the marketplace for this product. And that was sort of the premise for starting this type of vehicle.

Julian Klymochko: Yeah, you’d be surprised at how many executives we have had on the podcast who also started their careers in investment banking, as both of you did. And both Mike and myself did as well. So that is a common thread in all of us. I bet to have solid Excel skills and good PowerPoint editing skills, but I digress Victoria. So, you started the first all-female SPAC, and we have seen that model replicated a little bit in the market. So currently that seems to be working. Also, a super unique name Queen’s Gambit. So, I was curious, do you have a tension for chess or Netflix? Everyone’s, I’m sure, aware of the super popular Netflix series that recently came out?

Victoria Grace: Yeah, that’s a good question. So, I’m a chess player. COLLE Capital, he name of my venture fund is also named after a chess move. So, I look at chess as a very strategic game, a game that you have to anticipate future moves. You have to be prepared and investing I vision in a very similar vein. You have to really understand what is that heel doing? What are the next steps to have a successful investment? How can you be helpful? How can I anticipate things? So, with that in mind, I want to continue naming my vehicles after chess moves and with this particular move, it was a little bit of, you know, I have to think through, do I want to name this after a Netflix show? Because that’s what people would say, look, it’s a Netflix show.

But there was so many things that was, you know, resonated with me, the name, we all women and Quinn is obviously a big piece of the name. I don’t know if you’re a chess player or not, but typically it’s the oldest move, typically being utilized by, you know, expert players and the quality of my team. We all experts in our respective fields. So that also played in and then ultimately, I decided that I want to have that, you know, that name because the move made total sense to me. And it’s also, you know, like the early sacrifice for benefit later on, which is again, you partner with a SPAC and maybe it’s a challenging process initially, but you’re going to benefit in the backend. So, all of these elements fit so well.

At the end of the day being really good marketing move, because what happened was, you know, we went out, the days when there were thirty SPAC a day which was insanity. That was really worrying to me, why I want to have a very different product. And so, the name actually really helped me because people were looking at Queen’s Gambit. Obviously, a lot of people see the show and that piqued their interest. The only way for me to shine is for people to read my S-1. So, people were like, what is this? And they open up and they think, you know, is this just a Netflix show or whatever? And then they realize, oh, it’s a serious group of women. And it’s really interesting. And as a result, you know, it paid off handsomely, you know, it paid off handsomely because invest interest was tremendous.

Julian Klymochko: In any event. The show was very well received, reviewed. I enjoyed it as well. So, let’s get into the business model of Swvl. So Yusef or Victoria, can you guys talk to us about number one, how Swvl differentiates itself from competitors such as Uber slash Careem. I understand your CEO came from a background at Careem. How do you differentiate yourself from competitors in the marketplace?

Yousef: Absolutely. So, I think the key differentiation is technology, right? The kind of the right leading companies are focused on a very different technology, which is focused around the dispatching of the vehicles and around one-to-one transportation, right? We come in with a completely different proposition. We don’t say, how do we connect one rider with one driver? We say, how do we create a technology that allows us to pull fifteen different people on a minivan, mini bus. And by doing that, allowing these people to pay eighty percent cheaper than they would pay for a ride aiding company or owning their own car and allowing drivers to make one and a half to twice the kind of the earnings they were making [Inaudible 00:09:45] by the power of this [Inaudible 00:09:47], but in order to make this pulling work and in order to get all of these people on the same minivan, while making sure that each one of them reaches the destination in no more than twenty percent of the time they would have taken had gone directly point to point, that is the power of the proprietary technology was built. And that technology is completely differentiated and built in-house. We have kind of one fifty engineers working kind of day and night on basically continuing to advance this technology to solve this very complex problem.

Michael Kesslering: So, can you talk a little bit about the underlying unit economics that you have? And as well, kind of touch on the unit economics, because it is a platform, the unit economics of the drivers as well? 

Yousef: Absolutely, and that’s exactly the power of Swvl, right? And if we start on the driver’s side, the fundamental problem you have today is that supply of private mini bus and minivans does exist and does exist in large numbers, in these kind of emerging and even develop markets. [Inaudible 00:10:48] alone, for example, has one fifty-five thousand privately owned minivans and mini buses. The problem is not the presence of the supply. The problem is the inefficiency and the underutilization of that supply. Most of that supply is working today for a single school, a single corporate, a single university, where they’re doing predominantly two trips a day and only during the ups season of the school.

So not in the summer or the up season of the two agencies. So not in the non-touristic seasons, we take these vehicles and we make sure that they’re utilized four to six times a day instead of two times a day, and every single day, including the weekend, including the breaks. And we do this by cross utilizing the same vehicle across so many different sectors. It is the same vehicle now works for school, a corporate, a university, a call center, a factory, a travel agency. Each one of them having very different timings and shifts during the day, during the week during the summer. And hence, even though the cost per trip is now significantly less to Swvl, the total earnings of the driver are now significantly higher than what they were before. And that’s why the driver significantly more money. But because we do so many trips that even do the aggregate earnings for the diver goes up, the earnings per trip go down, which means that we’re reducing the cost of the trip so much, which means that we’re able to both make a profit and offer it to the customers at a very low and affordable cost that allows us to access all income levels, not only the people who can afford the private [Inaudible 00:12:16].

Julian Klymochko: And I’m sure you guys have been super, super busy recently announced the merger between Queens’s Gambit and Swvl, one point five billion equity valuation. So, congrats on that. But as we all know, a lot of the work’s just getting started here. This is a unique transaction because you’ll be the first one billion dollars plus unicorn from the middle east and the unicorn being a billion dollar, over a billion-dollar valuation. How does it feel to have that first to list on the NASDAQ?

Yousef: We’re very proud, right? We’re very proud because obviously we were able to access one, the deepest kind of capital market in the globe, which opens all sorts of opportunities for us. Second, we’re able to do it by the SPAC route, which allowed it to do it very, very quickly. And speed is critical to everything we do. And most importantly, because we were able to do it with Queens’s Gambit, which is, as Victoria mentioned, a sustainability focus SPAC, which is perfectly aligned with our ESG mission. Our mission on the environmental side is replacing every fifteen cars by a bus, soon electric bus. On the [Inaudible 00:13:22] side, effectively making sure that reliable, safe transportation is now affordable for the entire globe regardless of income levels. And that social inclusion is critical. And finally, on the governance side, allowing governments to refocus the budget, spend they were otherwise losing or public transportation and spending that on education, healthcare, and [Inaudible 00:13:40]. So, from that perspective, aligning with a SPAC, like means Queen’s Gambit with that sustainability mission is quite critical from our perspective.

Julian Klymochko: And I was wondering what has been the feedback thus far from investors? I wouldn’t mind getting both of your perspectives. So, Victoria, do you want to start, you know, what are you hearing from investors with respect to the Swvl deal that you announced?

Victoria Grace: Sure, first I want to comment a little bit on the, you know, first a unicorn out of the middle east. For us we looked at dozens and dozens of opportunities when we were looking for our partner. And we were really convicted that we wanted to be partnering with a global player and we wanted to focus on a growth trajectory and one of the asset light kind of business model and the company, while it’s based in middle east, it’s a global story. And we just announced actually yesterday an acquisition of a European player and we’re going to be entering ten countries in Europe. This is very much just the beginning for the company as far as their application and utilization of their technology.

And so, Europe, Latin America, and ultimately U.S. all markets that we’re going to be going after. So, for us I view that for the next couple of years, a lot of growth is going to be happening actually outside of U.S. So that’s what was really attractive to us. And so, when we talked to pipe investors around this opportunity, we’re really presented a global story here. Presented the uniqueness of unit economics. This is a company that has a very clear path to be profitable. The company is growing in a very, very attractive way, both within existing geographies, but also outside of these geographies. And we had [Inaudible 00:15:45] would expansion. So, investors really understood the value proposition and the attractiveness of partnering with a company outside of U.S., particularly in this sector with the unit economics. It can KPIs that we’ve demonstrated.

So, I would say the reaction has been to the transaction, definitely positive. Very commonly I heard that this is quite interesting. Might be one of the most interesting deals have seen in the last twelve months or so. So that was very interesting to hear. It’s differentiated, it’s not another, you know, EV charging or whatever sort of flavor of the month that you’ve seen a lot of companies coming out with SPAC transaction. We’re really wanting to focus on the story that would resonate with investors, resonate with our mission around ESG and has economic attractiveness for investors. So, I’d say all in all, it was very positive

Julian Klymochko: And Yousef, what are your thoughts? What are you hearing from investors? I’m sure your phone is ringing off the hook.

Yousef: I absolutely, I think we’ve been very fortunate and very privileged. We reach out, to raise a pipe of seventy-five million dollars in what we were told in a very challenging market. We were able to upsize two hundred million dollars because of the significant oversubscription we’ve received and not just with the quantum, the quality of the capital as well. If you look at the pipe investors, some of them, we have Agility. One of the biggest logistics company globally generating more than five billion dollars of revenue from moving goods in more than a hundred countries. Allows a significant opportunity to expand into the logistics space. We got Zain, one of the largest telecoms in the mid-east and Africa was more than fifty million subscribers and opportunity to offer Swvl to these fifty million subscribers. We’ve got [Inaudible 00:17:40] Capitol, who you know, is kind of an expert on kind of market place, giving us a lot of credibility. So, both the quantum and the quality of the investor reception has been quite phenomenal. 

Michael Kesslering: Yeah, that’s something I really commend you on is the ability to raise a pipe financing at such a scale and have it over subscribed in this market is quite impressive. If that was the case, you know, earlier in the year, pipe financings, there were a lot easier to fundraise for, so that is quite impressive. And speaking to that large capital raise, can you talk a little bit about your long-term growth strategy in terms of different markets that you’re moving into and how you’re going to put that capital to work and get yourselves to a one billion run rate revenue figure over the next number of years? 

Yousef: Absolutely. Absolutely. So basically, as you mentioned, that capital, and even kind of less than that capital, that capital, it gives us an upside because even with less than that capital, we’re able to basically hit, as you mentioned, one billion dollars of revenue in 2025 on a fully cash profitable basis, right. And that number is only from mass transit. So that does not reflect upsides like logistics, financial services, et cetera, which are on top of this number. And this is going to happen by way of geographic expansion, right? So, we’re targeting to be able to reach two million kind of daily trips and fifty thousand vehicles on the platform globally by that year, by 2025. And we do this via geographic expansion. So today we’re already in mid-east and Africa and South Asia, we’ve already added Europe by acquisition of charter. We’re going to be expanding our European footprint significantly off the back of that. Plus, we’re going to have a big substantial expansion in Latin America and Southeast Asia. All of them are geographies, which face the same problems that we’ve solved in Africa, Middle East and South Asia the context of a very unreliable, if not non-existent public transportation on one hand and the very expensive non affordable private transportation mode on the other hand.

So being able to solve this problem globally is going to be the key to that. And that only is numbers are just the organic growth, like our track record. And then we have substantive number of inorganic opportunities because we’re the first player in this space completely, the technology enabled mass transit to be listed will able to basically allow us to kind of move to consolidate and to basically kind of create an ecosystem that supports all of the various national region champions around the world, and really kind of become the overarching ecosystem for mass transit globally.

Julian Klymochko: So, you recently announced that shuttle acquisition expanding into Europe. So is Swvl no longer an emerging market play? Are the developed markets Europe and perhaps some of the markets? I’m not sure if North America is on the map in terms of expansion, but is that sort of what you’re looking to accomplish or you continue to be emerging markets focused?

Yousef: So, yeah, absolutely. So, it’s a global play. The majority of our revenues will continue to come from emerging markets because this is the problem. These are the geographies where the problem is most amplified and where the need for a complete parallel, mass transit network across all segments is really required. However, there is also a very strong opportunity in developed markets in having a more tailored approach, whether via offering software as a service, whether via offering our travel platform, which allows kind of cities where maybe inside the city, there’s a very strong coverage, but less so between the cities. And hence it is really a global plate that makes sure that where there is no mass transit system, we offer one end to end. And the way there is a mass transit system, but is lacking in certain areas, we’re able to come in in a very customized way and plug any gaps.

Julian Klymochko: Yeah, and so this deal was just announced a few weeks ago. I was wondering, you said from your perspective, realizing that this is a relatively crowded SPAC market, what really set Queen’s Gambit apart from other potential SPACs? Are going public via IPO, direct listing, or even staying private. What was the game plan and why did you choose Victoria?

Yousef: I would say it’s four things. One it’s the quality of the team. Victoria talked about herself and her team. The level of connectivity, experienced, track record, credibility, they have in the market is unparalleled, which means that investor reception was extremely strong. And the doors able to open for us with strategic players, not just with investors, were really quite unique. Second, it’s the caliber of the investors they bring with them, whether in the SPAC itself, or they were also able to bring into the pipe. And we talked about some of them like Agility and Zain. Third, it is the speed they’re able to kind of move with. And the execution certainty they’re able to offer because of the experience in this space, because of the technical, they know exactly how to do this. And they’re able to get us to the finish line in a very certain and speedy way. And fourth is the mission we talked about. We see complete eye to eyes on mission, on vision on years, sustainability with exactly going after the exact same goals.

Julian Klymochko: And what’s nice about having both of you guys on the podcast is that I can ask this question of Victoria as well. With your mandate being sustainability. And you did mention, you looked at dozens and dozens of potential merger partners. What stood out to you on Swvl? Why are they the right merger partner?

Victoria Grace: Sure. it’s a great question because it covers a few things that we wanted to do differently with our SPAC. We promised the market that we’re not going to be participating in any SPAC off, bake-offs or auctions because we are fundamental investor. And we believe that arriving to a correct valuation for the transaction is critical. And the SPAC off and auctions really derail your discipline and you end up paying more than you should perhaps for the wrong reasons. So, that’s first thing that was very important to us. So, we also said we’re going to be utilizing our network, which we’ve got, like I said, a dozen of us around the table, super connected, lots of technology company relationships. And we utilize our network to find these targets. So, when I said we spoke to dozens and dozens of companies. These are proprietary ideas and deals.

We were first ones in front of the management team or the board to discuss potential partnership and an alignment of thinking. And so that’s how we got in front of Swvl as well. And we were able to present very quickly the value proposition that we would be looking for as far as evaluation approach, this aligned thinking of ESG elements. And I’ll talk specifically, what’s so attractive about Swvl around that. And then having a team that really knows their business and really buttoned up to be able to get to the finish line in a very quick manner. So, transaction certainty is very important for everybody, right? So, we were able to present this to Yousef and his team and quickly arrived to the valuation that we thought was fair.

It was giving credit to the company for growth and accomplishments they’ve achieved so far, but also it gives a lot of upsides from here to investors coming in today with expansion and all the synergies so that they will be able to leverage post transaction. To us, what was really important was the fact that these guys had very similar mindset to us. They were not looking to optimize the price so they could have run an auction, right. They could had other SPAC knocking on their doors but they really prioritized and valued our approach and the value we’re going to be bringing on the back end of this transaction, above the price optimization. To us that was very, very important. And as far as ESG, our element property addresses from two sides, social justice is one aspect.

So, allowing to have seventy percent of end users of small platform are women. So, allowing women to be able to have access to safe and reliable transit system, to go to an office job, to go through a hospital, to go get education, to get the university, all of the things are really, really powerful and it’s unlocks economic potential for these individuals. And it’s not just women, it’s anybody who needs to have an affordable means to access transportation, to get to those places. And the second element is around environment of mass transit is clearly very congested in busy cities. And anybody who’s using, some of our platform is able to run much more efficiently they operations and therefore using congestion in business cities. And we reduce the number of buses to run the same kind of operation and ultimately, we will be moving towards electrification and using electric car fleet. So that’s an added benefit around ESG. So, I think all of these elements really made it very appealing and attractive for us to partner with Swvl. 

Julian Klymochko: So, prior to wrapping things up today, I wanted to give you the chance to mention any additional factors that investors should be aware of in terms of the investment case for Swvl. Like, what are some of the key drivers that investors should be aware of? Once, you know, Swvl is up and trading or Queen’s Gambit right now. And why do you believe that a tech enabled mass transit solution has a lot of growth potential from an investment perspective?

Yoused: So, so maybe we addressed them in a few things. One is growth. We started in 2017 making a hundred thousand dollars of revenue with ending this year with seventy-nine million dollars of annualized revenue at least that’s eight hundred X growth in four years. Today, we’re growing at an annualized kind of category of more than [Inaudible 00:28:04] percent. Second is the scale of the problem we’re trying to solve. This is a global problem that we are by far the market leader, not just in the region, but globally in solving the problem. And the first to be listed in that space. Third is unit economics, because of the power of creating that property, actually technology allows us to pull these people together. We’re able to kind of do that in a very profitable way that does not cap us at the typical commissions that shared economy peers will be taking in terms of twenty percent et cetera.

We’re able to kind of significantly surpass these numbers. Fourth is the significant upside to the business plan if presented, which as we discussed, it’s only based on twenty countries, only based on mass transit. Today with the announcement of short-term, we’re already in sixteen countries out of the twenty were targeting by 2025 with significant opportunities to exceed that as well. All our existing shareholders are kind of fully locked up as part of this transaction. Showing the level of conviction in this industry, and then the opportunity to come. We have a very high caliber of new investors, kind of joining and opening kind of further opportunities for the company. The plan that we presented is purely organic. Everything inorganic is either completely on top or an accelerator to what we presented to the market. We have very strong values to entity because of the proper technology and because of the significant first mover advantage we have in the space. So, I think all of these are reasons why we believe this is a very attractive opportunity. And on top of all of that, we pricing it as Victoria mentioned on purpose at the very attractive entry point to make sure we’re able to create the [Inaudible 00:29:53] for investors.

Julian Klymochko: And that entry point, the current, oh, sorry, go ahead, Victoria, if you have another point to make.

Victoria Grace: No, echoing everything Yousef said. And I believe, you know, when we looked at this opportunity, we actually analyzed just a few markets, not every market where we’re going to be entering, but just looking at our current geographies and Latin America. So, Brazil and Mexico, this will be, you know, five to ten X sort of growth story over the next year or two, where you can really see significant upside from here. So as an investor, when I look at this, to me, it’s a really attractive entry point. The company is going to be very focused on execution. There’ll be no distraction around fundraising efforts. And also, the currency will become very interesting, right? So, you have a liquid stock that you can attract interest, really unique opportunities for inorganic growth. So, all of that adds to the value you can see for going down this path for a company like Swvl versus staying private, for example, which was one of your earlier questions, why SPAC routes.

And those are the benefits we saw before company via SPAC last year where you really don’t have those distractions around fundraising or around, you know, if you want to expand your IP portfolio or your reach, and you want to acquire other companies that gives you a great, great currency. So, from my perspective, I think this is a very attractive entry point and the significant upside from here, which is important because we’re long-term investors. So, we are going to be here for years and we want to see this company really flourish. 

Julian Klymochko: So, the Merger and the de-SPAC process expected to close in the fourth quarter right now, Queen’s Gambit trading under the symbol, GMBT. Once the deal closes, Swvl will be trading under the ticker symbol, SWVL. So, Victoria and Yusef, I’d like to thank you for coming on the show today, provided a ton of details on your background, Swvl, what you’re trying to accomplish and your thoughts on the future. So, thank you very much, and we wish you the best of success.

Yousef: Thank you so much, Julie and Michael for having us real pleasure.

Victoria Grace: Thank you so much for having us. It was really insightful. 

Julian Klymochko: Take care, bye everybody.

Thanks for tuning in to the Absolute Return Podcast. This episode was brought to you by Accelerate Financial Technologies. Accelerate, because performance matters. Find out more at The views expressed in this podcast to the personal views of the participants and do not reflect the views of Accelerate. No aspect of this podcast constitutes investment legal or tax advice. Opinions expressed in this podcast should not be viewed as a recommendation or solicitation of an offer to buy or sell any securities or investment strategies. The information and opinions in this podcast are based on current market conditions and may fluctuate and change in the future. No representation or warranty expressed or implied is made on behalf of Accelerate as to the accuracy or completeness of the information contained in this podcast. Accelerate does not accept any liability for any direct indirect or consequential loss or damage suffered by any person as a result relying on all or any part of this podcast and any liability is expressly disclaimed.


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