Expression of Interest for Services for Technical Assistance to Structure, Commercialize, And Fundraise for Smart Africa Special Purpose Vehicles (Spvs) under a Framework Agreement Location: Kigali Deadline: Sunday, 19/04/2026 17:00 PROCUREMENT NOTICE (Re-advert) REQUEST FOR EXPRESSION OF INTEREST (REOI) Consultancy Title: Services for Technical Assistance to Structure, Commercialize, and Fundraise for Smart Africa Special Purpose Vehicles (SPVs) under a Framework Agreement Address Smart Africa Secretariat 10th Floor, Career Centre Building KG 541 ST, Kigali, Rwanda, PO Box: 4913 Tel: +250788822155| +250 788-300-581 Email:
[email protected] www.smartafrica.org Release date: 27th March 2026 Closing date: 19th April 2026; 5pm (Local time, Kigali) Contact For any questions or enquiries, please write to:
[email protected] For Proposal Submissions:
[email protected] 1. BACKGROUND The Smart Africa Alliance is a consisting of 42 African countries, international organizations, and global private sector players tasked with accelerating sustainable socio-economic development on the continent and ushering Africa into the knowledge economy through affordable access to broadband and the use of ICT. To accelerate the realization of the Single Digital Market, Smart Africa is transitioning several flagship initiatives from policy frameworks into operational, commercial entities structured as Special Purpose Vehicles (SPVs). We are inviting competent Consulting Firms or Consortia to submit their expressions of interest to provide comprehensive Technical Assistance to realize this transition. 2. OBJECTIVE The objective of this consultancy is to technical assistance to Smart Africa in converting identified flagship initiatives into bankable, commercially viable SPVs through feasibility assessments, bankability documentation, investment structuring, and fundraising support through financial close. The Consultant shall provide transaction advisory and structuring services on a best-efforts basis and shall not be deemed responsible for investment decisions made by third-party financiers or sovereign stakeholders. The selected Consultant will act as a strategic partner to conduct feasibility studies, structure the investment cases, lead the resource mobilization efforts to secure funding from public and private investors, financial close and capital disbursement. 3. DESCRIPTION OF POTENTIAL SPV PROJECTS The Framework Agreement will initially cover the following four flagship projects (detailed description of the projects are presented in Annex I): Smart Africa Bulk Capacity Marketplace (BCMP): A wholesale bandwidth aggregation platform to reduce internet costs for public institutions. Smart Africa Intra-Africa Connectivity Project (Smart Continental Backbone): A cross-border infrastructure project (fiber/submarine) to keep African traffic within Africa. One Africa Network (OAN) Platform: A clearing and settlement platform to enable the Single African Network, focusing on roaming, fraud management, and traffic harmonization. Smart Africa Trust Alliance (SATA): An initiative for building cross-border digital interoperability trust in Africa. It provides the rules and governance that allow digital systems such as digital ID, data exchange, and online services to work securely and seamlessly across countries. 4. SCOPE OF WORK The Consultant will deliver on the following four (4) key components for the identified projects: 4.1. Comprehensive Feasibility Studies Each feasibility study shall include technical feasibility, commercial demand analysis, financial modeling, legal/regulatory gap analysis, ESG risk screening, and preliminary SPV ownership structures. Smart Africa shall provide access to relevant data, stakeholders, and Member State focal points necessary to conduct such studies. The Consultant shall validate the business logic of the SPVs by conducting: Technical Viability: Assessing existing technical solutions per project, identify how to leverage such existing solutions and the technical architecture requirements Commercial Viability: Assessment of market demand, volume projections, scalability. Financial Analysis: Detailed modeling of CAPEX, cost structures, operational costs (OPEX), pricing strategies, revenue predictability, and Investment ROI. Legal and Environment Analysis: Review of the legal and regulatory frameworks, competitive positioning, and barriers to entry across Member States. 4.2. Investment and Bankability Proposal Development Consultant shall develop a Bankability Package including Investor Information Memorandum, financial model compliant with international project finance standards, draft term sheets, risk allocation matrix, and capital structure recommendations. The Consultant shall structure the findings into a high-quality Investment and Bankable Business Case suitable for Development Finance Institutions (DFIs) and private investors. This includes: Framing the SPV or any other relevant commercial instrument as a bankable business proposal. Demonstrating profitability, scalability, and long-term sustainability. Formatting the proposal to meet the rigorous due diligence standards of international development partners. 4.3. Monitoring & Evaluation (M&E) Framework Consultant shall design SPV Performance and Impact Monitoring Framework including financial and social impact indicators, baseline methodology, and DFI-aligned reporting templates. The Consultant shall translate the investment case into operational metrics, including: Defining Key Performance Indicators (KPIs) for financial and social impact. Establishing an M&E framework to track the SPVs performance against its business plan. 4.4. Resource Mobilization and Transaction Advisory The Consultant shall accompany Smart Africa in the fundraising process, including: Identifying and engaging potential funders (Smart Africa Member States, Multilateral/Bilateral Development Banks, Private Sector investors, or PPPs). Supporting and coordinating investor engagement, roadshows, and negotiations in collaboration with Smart Africa and SPV sponsors/ investors. Structuring the financial close of the SPVs or the relevant commercial instrument to be used. Note: Final negotiation authority shall remain with Smart Africa and/or designated SPV sponsors/ investors. 5. DELIVERABLES AND ACCEPTANCE CRITERIA Deliverable Schedule shall include the Feasibility Reports, Bankability Packages, Investors Engagement Strategy, and Financial Close Advisory Support. Deliverables shall be subject to formal acceptance/feedback by Smart Africa within fifteen (15) working days of submission. Deliverables shall be deemed accepted if Smart Africa does not provide written feedback within fifteen (15) working days. 6. SPV GOVERNANCE AND REPORTING Smart Africa shall establish a Steering Committee including Secretariat, Member States, and SPV stakeholders. The Consultant shall provide monthly progress reports, investor engagement logs, and risk register updates. 7. KEY CONTRACT INFORMATION TO INTERESTED FIRMS i. Commercial Terms and Payment Structure This is a risk-sharing partnership designed to align the incentives of the Consultant with the success of the SPVs. The Consultant shall be remunerated for this assignment on a tailored Success-Based Payment Model with the following features: a. Consultant Own-Resource Use: The Consultant will utilize their own financial and human resources to deliver the Scope of Work. There are no retainer fees or upfront payments. b. Success Fee: The Consultant will be remunerated via a Success Fee applicable to each SPV project. The Success Fee shall be determined as a percentage of total capital mobilized including equity, debt, and grant financing. The Consultant shall be entitled to success fees for investments secured within twelve (12) months from the start of the Consultant-led engagements. c. Trigger for Payment: Payment shall be triggered upon first capital disbursement to the SPV following successful capital investment close. ii. Framework Agreement Duration: Framework Agreement shall remain valid for three (3) years and renewable by mutual agreement. Consultant retains rights to proprietary methodologies and templates. Termination shall not affect accrued success fee entitlements. iii. Intellectual Property and Confidentiality: All final deliverables shall become intellectual property of Smart Africa. Consultant retains proprietary rights for its methodologies and templates. All SVP project data shall be treated as confidential. iv. Limitation of Liability and Dispute Resolution: Consultant liability shall be limited to fees received under the contract. Disputes shall be resolved through arbitration under Rwanda law. 8. EXPRESSION OF INTERESTS SUBMISSION REQUIREMENTS a. Mandatory Administrative Documents Interested Consulting Firms must fulfill ALL criteria in this section to proceed to the Technical Evaluation. Company Registration Certificate: A copy of the Certificate of Incorporation or Registration licensing the company to operate in its country of origin and of the Tax Registration Certificate. Tax Clearance Certificate: A valid Tax Clearance Certificate indicating that the company is in good standing with the tax authorities of its country of origin. Joint Venture/Consortium Agreement (if applicable): If expressing interest as a consortium or joint venture, a Letter of Intent or Joint Venture/Consortium Agreement clearly defining the lead partner and the roles of each member. Declaration of noconflict of interest and compliance with anti-corruption & anti-money laundering: Signed statement declaring no conflict of interest with the Smart Africa Secretariat or Tender Link : https://www.jobinrwanda.com/job/procurement-notice-re-advertrequest-expression-interest-reoi-services-technical-assistance
