We have a strong record of acting on the most significant corporate and M&A transactions across the African continent. This is because our size and geographic spread combined with our breadth of skills, experience and good relationships with regulators, enables us to handle large and time-critical transactions.
Our services include public acquisitions, private equity transactions, joint ventures, unbundlings and other investments and divestitures including public M&As, both contested and uncontested, and private M&As.
We also have considerable expertise in the fields of privatisation and public-to- private transactions and have advised shareholders becoming more active in the management of their companies. In South Africa, we have been involved in the structuring and implementation of complex black economic empowerment transactions.
We represent participants in transactions in virtually all capacities – purchasers, sellers, financiers, financial advisers, directors and shareholders.
In most cases we project manage the entire transaction which includes conducting a legal due diligence investigation, providing strategic advice, negotiating terms, drafting documentation and assisting with the implementation of the transaction from a legal point of view.
Our clients range from listed and unlisted domestic and international corporations, banks and financial institutions, to state-owned enterprises and government departments and their agencies.
We have also served as local counsel for a range of international financial institutions and corporates, as well as international law firms and merchant banks.
We advised Mr Price Group Limited, the mid-range clothing, sports goods and homeware retail group and JSE Top 40 company, on the acquisition of the business and assets of Power Fashion, a value fashion retailer with some 170 stores across Southern Africa, from family-owned Otto Brothers Distributors Proprietary Limited.
We advised Linde plc, a leading global industrial gases and engineering company, on the take private of its JSE and Namibian Stock Exchange listed subsidiary Afrox Limited through scheme of arrangement. Afrox is an industrial gas, welding products and LPG business operating in sub-Saharan Africa.
We advised African Rainbow Minerals (ARM) on the restructure of the commercial financing arrangements with Glencore in respect of ARM Coal’s participation in the Glencore Participating Coal Business and the Goedgevonden Coal Mine.
We advised AEP Energy Africa on its listing on the AltX (alternative board) of the Johannesburg Stock Exchange as a special purpose acquisition company. It listed with a view to raising a minimum targeted capital amount of ZAR 400 million.
We advised Royal Bafokeng Platinum Mine on its acquisition of a concentrator plant and related surface rights (including the water and power allocations) in respect of the immovable property owned by Maseve Investments 11 Pty (Maseve) which may be required by RBPlat to access and operate the plant and access to tailings infrastructure, for a consideration equal to the ZAR equivalent of USD 58 million, and the acquisition of 100% of the shares in and shareholder claims owing by Maseve for a consideration equal to the ZAR equivalent of USD 12 million.
We advised PPC, the largest cement manufacturer in South Africa and a Johannesburg Stock Exchange listed entity, on its proposed merger negotiations with AfriSam Group and various other interested investors.
We advised Anheuser-Busch InBev (AB InBev) on the African elements of its exit from its 54.5 % stake in Coca-Cola Beverages Africa. The transaction was valued at USD 3.15 billion.
We advised Brainworks, a Mauritian diversified investment company with a focus on Zimbabwe, on its ZAR 317 million primary inward listing (by way of a private placement) on the Johannesburg Stock Exchange.
We advised Harmony Gold Mining Company (Harmony) on a broad-based black economic empowerment transaction in which Harmony will sell to a BEE SPV 3% of its shares in, and 3% of its loan claim against, Harmony Moab Khotsong Operations, the SPV through which Harmony acquired certain significant mining assets from AngloGold Ashanti. Harmony Gold made vendor financing available to the BEE SPV in order to fund the purchase of the loan claim. The transaction also included the creation of a community trust, as well as an employee stock ownership plan (ESOP).
We advised on the complete restructure of The House of Busby’s capital structure and third party debt, thereby avoiding its liquidation and securing our clients’ investments. Busby holds the licences for, among others, Aldo, Forever New and Guess, and is therefore an important competitor in the South African retail fashion market.
We advised a Ugandan telecommunications company on the bidding process and completed a due diligence on a potential acquisition of Uganda Telecom, a partly government-owned entity.
We advised the Government of Kenya (Office of the Attorney General) on a USD 2 billion sovereign bond listed on the London Stock Exchange.
We advised Harmony Gold Mining Company on its USD 300 million acquisition of the Moab Khotsong Mine, the Great Noligwa Mine and related infrastructure from AngloGold Ashanti. We were named Energy and Natural Resources Team of the Year at the African Legal Awards in 2018 for this work.
We assisted Peermont Global Group in its raising of ZAR 5.3 billion of new debt and the associated recapitalisation and restructuring of the hospitality and gaming group.
We advised the selling shareholders of Dis-Chem Pharmacies on a ZAR 1.1 billion accelerated bookbuild placement of Dis-Chem shares by Investec, Goldman Sachs and Standard Bank, acting as joint bookrunners for the selling shareholders.
We assisted Mobile Telephone Networks (MTN) with a complete review and redraft of all its interconnect agreements and related documentation, including its reference interconnect offer, requests to interconnect, master interconnection agreements and schedules for (local and international) voice termination, voice transit, SMS, network hosting, mobile VNS and network peering, among others.
We advised Kenya Airways plc (KQ) on its balance sheet restructuring which included USD 750 million of sovereign guarantees from the Government of Kenya to KQ’s creditors, US Exim Bank and 11 Kenyan commercial banks. The restructuring was linked to a USD 175 million term facility for KQ from eight of the Kenyan Banks.
Bowmans advised Associated British Foods plc (ABF) in respect of the acquisition of the entire issued share capital of Illovo Sugar, not already owned by ABF’s wholly owned subsidiary, in a transaction valued at ZAR 5.6 billion.
Bowmans advises the Africa Health Fund LLC on an ongoing basis in relation to various investments in Africa
Bowmans acted as South African counsel to Exova Group (UK) Limited in respect of the acquisition of the entire issued share capital in Jones Environmental Forensic by Exova Group (UK) Limited.
Bowmans acted for the purchaser in the acquisition of Valeant Pharmaceuticals International Inc’s iNova Pharmaceuticals business in a transaction affecting Australia, South Africa and Asia
Bowmans acted for China National Chemical Corporation (ChemChina) in relation to African merger filings for its USD 43 billion acquisition of Syngenta AG. This was the fifth-largest global M&A transaction of 2016.
Bowmans attended to the due diligence investigation conducted in respect of certain Abercrombie & Kent Group of Companies S.A. (Abercrombie & Kent) entities (located in South Africa and Tanzania) for Zhonghong in its intended acquisition of 90.5% of the issued shares of Abercrombie & Kent through one or more of Zhonghong’s affiliates. This transaction is significant for the sector, as Abercrombie & Kent is a tour operator and Zhonghong develops resorts and constructs large-scale tourism industry projects.
Bowmans acted for Sanlam Emerging Markets (SEM) in the proposed acquisition of a 75% stake in PineBridge Investments East Africa Limited. Our role was as legal adviser for the acquirer. The transaction is significant because East Africa is a key part of the Sanlam Group’s African expansion strategy and the Sanlam Group’s overall future growth strategy. SEM’s objective with the proposed transaction is to build the leading position in the institutional, high net worth and retail investment management in East Africa.
Bowmans advised Kansai Plascon Africa Ltd (KPAL), a top global paint manufacturer and a subsidiary of Kansai Paint Co., LTD (Kansai Paint), in relation to its acquisition of 100% of Sadolin Paints’ operations in Kenya, Uganda, Tanzania, Zanzibar and Burundi (Sadolin Paints). The transaction is significant as it is considered to be one of the largest corporate acquisitions in East Africa in the last two years. The transaction has an interesting cross-border nature and is a first step in Kansai’s Africa strategy entailing the evolution from a Southern Africa-focused company towards a pan-African company.
We advised Rand Merchant Bank and Morgan Stanley (as joint bookrunners for The Foschini Group) on The Foschini Group’s accelerated bookbuild to raise approximately ZAR 2.5 billion to repay a bridge facility.
We advised Gold One Group (G1) on the refinancing and upsizing of a USD 200 million margin loan facility provided by the Bank of America NA to G1, and secured by Sibanye Gold’s shares listed on the Johannesburg Stock Exchange. The loan was to enable G1 to subscribe and pay for further shares in Sibanye Gold under its rights issue.
Bowmans advised the Abraaj Group in relation to its acquisition of Java House from a fellow private equity investor, Emerging Capital Partners.
Bowmans advised Kenya Airways, listed on the Nairobi Securities Exchange, in relation to its USD 2.3 billion turnaround strategy and capital optimisation programme aimed at placing Kenya Airways on a sound financial platform given that it is an international airline and is the national flag carrier of Kenya.
We advised Rand Merchant Bank, Citigroup Global Markets Inc., J. P. Morgan Securities, Morgan Stanley and Co. International and HSBC Bank (as underwriters and joint bookrunners) on a USD 1 billion rights offer and high yield bond offer of USD 2.6 billion by Sibanye Gold, to fund a bridge facility in acquiring the North American Stillwater Mining Company.
Bowmans represented the underwriters, including Citigroup, HSBC, J.P. Morgan, Morgan Stanley and Rand Merchant Bank, as joint global coordinators on the USD 1 billion rights offering by Sibanye Gold Limited. The rights offering was made on an SEC-registered basis, as well as in a public offering in South Africa. This is the third-largest rights issue ever by a South African company and the largest ever acquisition-related capital raise in South Africa.
Bowmans also represented the initial purchasers, led by Citigroup, HSBC and Barclays, as global coordinators on Sibanye’s USD 1.05 billion senior notes offering. The senior notes were issued by Sibanye’s subsidiary Stillwater Mining Company, and guaranteed by Sibanye Gold Limited and certain other of its subsidiaries. This is the largest ever South African corporate bond debut, as well as the largest ever private-sector corporate bond debut in Africa.
The net proceeds of the rights offering and the senior notes offering will be used to refinance a bridge facility drawn to fund Sibanye’s acquisition of Stillwater Mining Company, a US-based platinum group metals (PGM) producer.
Sibanye is an independent, South African domiciled mining group, which currently owns and operates gold and uranium operations and projects throughout the Witwatersrand Basin in South Africa, as well as PGM operations and projects in the J-M Reef in the United States, the Bushveld Igneous Complex in South Africa and the Great Dyke in Zimbabwe.
According to publicly available corporate information, Sibanye is the largest producer of gold in South Africa and is a top ten global producer of gold, and Sibanye’s PGM operations (which were acquired during 2016 and 2017), taken together, are the fourth largest producer of PGMs in the world, based on annual production at such operations in 2016.
Sibanye’s shares are listed on the JSE in South Africa, and its ADSs are listed on the New York Stock Exchange.
The Bowmans team was led by partners Ezra Davids, Ryan Wessels and Casper van Heerden, and comprised associates Sibonelo Mduli, Mohammed Saib and Gabriela Andonova and candidate attorney, Katherine McLean.
Bowmans advised Weetabix Group, Bowmans acting as Kenyan local counsel, in relation to the acquisition by Post Holdings Inc, of Latimer Newco 2 (which controlled the target Weetabix group of companies including the Kenyan company known as Weetabix East Africa Ltd).
Bowmans advised East Africa Bottling Share Company (EABSC), an Ethiopian subsidiary of Coca-Cola Beverages Africa (CCBA), in relation to a transfer of shares from three of EABSC’s four minority shareholders, namely Munir Duri, Abinnet Gebremeskel and Derege Yessuwork, to four CCBA group companies, namely Coca-Cola Sabco (East Africa), Global Service Company in Dubai, Ambo International Holdings and Strategic Alliance J.V. in Mauritius.
Bowmans advised Appletiser South Africa in relation to an acquisition of 21.5% of its ordinary shares by two black economic empowerment investors, namely African Pioneer Beverages (17.5%) and Excellent Madlala (4%).
Bowmans advised Coca-Cola Beverages Africa and its subsidiary, Coca-Cola South East Africa, in relation to its acquisition of the major part of the 33% minority interest not already held by it in East Africa Bottling Share Company based in Ethiopia.
Bowmans acted for Superior Homes (Kenya) Plc and its shareholders in the acquisition of 12.5% of the issued shares in the capital of Superior Homes Kenya Limited by Cytonn Investment Partners Fifteen LLP. We acted as legal counsel for the sellers of the shares and for Superior Homes (Kenya) Plc. We negotiated and drafted all the transaction documents and oversaw the satisfaction of the conditions precedent and completion. The transaction is significant as it was extremely time sensitive and required implementation in a multi-faceted manner.
Bowmans advised General Motors South Africa in relation to the disposal of its Isuzu business to Isuzu Trucks South African and related matters.
Bowmans advised The Fifth Cinven Fund (managed by Cinven Capital Management (V) General Partner Limited), a Canadian private equity investor, and the Canada Pension Plan Investment Board in relation to the Kenyan competition aspects relating to the acquisition of joint control of GTA Travel Holding Limited (a Swiss travel and tourism company), Kuoni Holdings PLC and their subsidiaries.
We advised Imperial Holdings on its ZAR 1.8 billion sale of Regent Insurance to Hollard. Our TMT team assisted with negotiating and drafting a transitional services agreement obligating Hollard and Regent to provide services to various Imperial group companies.
Bowmans advised HNA Group, a multinational conglomerate involved in aviation, real estate, financial services, tourism, logistics, and other industries based on Hong Kong, and CWT Limited, a company based in Singapore in the business of logistics services, commodity marketing, financial services and engineering services, in relation to the African competition aspects of HNA Group’s acquisition of control of CWT Limited pursuant to a voluntary general offer to purchase all the issued shares in CWT. The transaction will enable the HNA Group to among other things enter the logistics, engineering, financial services and commodity trading sectors and gain a presence in more than 90 companies globally.
Bowmans advised the Public Investment Corporation SOC Limited (one of the biggest investors in publicly traded firms holding about 12.5 per cent of the Johannesburg Stock Exchange market capitalisation) in relation to its acquisition of 5.33% of the issued shares of Kenya Electricity Generating Company Limited.
Bowmans advised Chevorn Global Energy Inc. (CGEI) in relation to the sale of its shares and related interests in Chevron South Africa (CSA) and Chevron Botswana (CB) to China Petroleum & Chemical Corporation (Sinopec Corp), a subsidiary of Chinese state-owned oil, gas and petrochemical producer Sinopec Group. The transaction is valued at approximately USD 900 million
Bowmans advised New York-listed Tyco in relation to the ZAR 1.9 billion disposal of its entire equity stake in ADT Security, its security business in South Africa, to Fidelity Security Services, a member of the Fidelity Security Group. As the Fidelity Security Group is arguably Southern Africa’s leading integrated security solutions provider, the transaction has a significant impact on the sector. The addition of ADT to the Fidelity Security Group’s portfolio will significantly boost the Group’s armed response and security technology offering. It also affirms Fidelity Security Group’s, a 100% South African, 54.62% black owned company and BBBEE Level One Contributor, current position as the leading black empowered integrated security solutions provider in Southern Africa.
Bowmans advised Aveng Limited in relation to the sale of shares transaction in terms of which Royal Bafokeng Holdings Pty Ltd acquired certain infrastructure assets for a cash consideration of R860 million from Aveng Limited, via a wholly owned subsidiary Aveng (Africa) Pty Ltd. This transaction was valued at R860 million. This matter involved a significant deal value and is likely to have a positive impact on the vitally important renewable energy sector in South Africa. It was a favourable disinvestment for Aveng who is able now to direct its focus and energies to core business in Africa.
Bowmans advised as South African Counsel to French multinational, Safran S.A., in relation to the African competition aspects of its acquisition of Zodiac Aerospace S.A.
Bowmans advised AB InBev in relation to its disposal of a 54.5 % stake in Coca-Cola Beverages Africa Pty Ltd, an African joint venture company, to the Coca-Cola Company in a transaction valued at USD 3.2 billion. We advised AB InBev on all African elements of the transaction. The transaction was undertaken and completed at high speed, which our M&A team facilitated. We also provided tax advice in relation to the transaction, and regulatory advice in the form of competition approvals that were required. This matter involved South Africa and 13 other African jurisdictions, namely Comoros, Ethiopia, Kenya, Mayotte, Mozambique, Namibia, Tanzania, Uganda, Nigeria, Ghana, Swaziland, Botswana and Zambia.
Bowmans advised SABMiller in relation to the consolidation of the non-alcoholic beverage bottling operations of SABMiller, The Coca-Cola Company and Gutsche Family Investments (majority shareholder in Coca-Cola Sabco) to create Coca-Cola Beverages Africa, the biggest bottler of soft drinks in Africa and the tenth largest in the world, with annual revenue of USD 2.9 billion.
Bowmans advised SABMiller in relation to the USD 102 billion acquisition by AB InBev of the entire issued, and to be issued, share capital of SABMiller (which closed in 2016). This was the third largest M&A transaction globally in history and the largest in South African history at the time.
Bowmans advised Oger Telecom in relation to its proposed ZAR 24 billion disinvestment of its majority stake in the third largest telecoms operator in South Africa, Cell C, to Blue Label Telecoms and Net1 and we have also acted for Cell C in the general restructuring of its equity and debt. As Cell C is the third largest telecommunications provider in the South African market, various parties have been identified as subscribers who would add significant value as shareholders in Cell C and various creditors of Cell C have agreed to the restructuring of the debt owed to them. Bowmans provided M&A, regulatory and competition advice.
Bowmans advised as Kenyan local competition counsel to the acquirer and the target company in relation to the acquisition of 49.99% of the share capital and voting rights in La Compagnie d’Exploitation des Services Auxiliaires Aériens S.A by HNA Aviation Group Co., Ltd.
We acted for Schneider Electric SAS in relation the disposal by it of shares in Conlog to JSE listed company Consolidated Infrastructure Group Limited (CIG) by way of a competitive bidding process. Schneider Electric’s Conlog business is a Durban-based developer, manufacturer and distributor of prepaid electricity meters, smart meters and related software applications. Demand for prepaid electricity is increasing exponentially, particularly across Africa. Bowmans advised on both the M&A and the Competition law aspects of the transaction.
This transaction is significant, as is all going substantial tax work related to this transaction which Bowmans assisted with in 2016 and is assisting with, as it created a global brewer and one of the world’s leading consumer products companies. With an overall deal value of GBP 71 billion (EURO 82 billion), the deal ranks as the largest-ever offer for a UK company and the third-largest takeover in history.
Bowmans advised Dis-Chem Pharmacies in relation to its primary offer and listing on the Johannesburg Stock Exchange, valued at ZAR 16 billion.
Bowmans advised Car & General (K) Limited in relation to the new joint venture between Car & General Trading (C&G), a wholly owned subsidiary of Car & General (K) Limited, and CMI Africa Holdings BV (Cummins BV), aimed at forming a 50:50: joint venture company operating under the name Cummins C&G Holdings Limited.
Bowmans acted as South African to GlaxoSmithKline in relation to GlaxoSmithKline’s accelerated bookbuild for the disposal of its remaining shareholding in Aspen Pharmacare Holdings (28.2 million ordinary shares or 6.2% of Aspen’s issued share capital) in an estimated transaction value of ZAR 8.4 billion. The book runners were UBS and Citibank.
Counsel to Rockwood, being the largest shareholder and funder in Tsebo Holdings Proprietary Limited, in the disposal of Tsebo to Wendel. Founded in 1971, Tsebo was acquired by the Rockwood-led consortium in a secondary buy-out in 2007. At the time, Tsebo was the leading empowered contract outsourcing business in Southern Africa. Tsebo is now the largest diversified contract facilities solutions provider in Africa with a presence in 22 countries, employing 34,000 people and generating revenue of approximately ZAR6.5 billion.
Bowmans advised World Triathlon Corporation and Ironman Epic Holdings in relation to its acquisition from Kevin Vermaak, Moxie Marx Close Corporation of the entire share capital of Grandstand Management and Cape Epic, and all intellectual property owned by Moxie Marx CC, which together are responsible for the organisation and implementation of the “ABSA Cape Epic”, the world’s foremost mountain-bike stage race.
Bowmans advised Kleoss Capital in relation to the acquisition of a minority stake in Real Foods (the owners of the KAUAI, NÜ Health Café and Kohu brands).
Bowmans advised the SPAR BBBEE Employee Trust and the SPAR BBBEE Retailer Employee Trust (the Trusts) in relation to the sale of approximately 7.4 million SPAR ordinary shares, on behalf of those beneficiaries of the Trusts who elected to sell their SPAR ordinary shares for cash, by way of an accelerated bookbuild offering.
Counsel to Kleoss Capital (specifically the Kleoss Fund I), a 100% black-owned South African private equity investment manager with a level 1 B-BBEE accreditation, in relation to its acquisition of a significant minority stake in Real Foods Proprietary Limited (owners of the KAUAI, NÜ Health Café and Kohu brands). Real Foods follows the global trend towards health and wellness, and aims to be a leader in shaping the South African natural food industry.
Kleoss is said to be the type of equity partner who proactively engages with its investments and businesses at a board and strategy level, adding real value to the businesses in its portfolio. Real Foods describes Kleoss Capital as a “like-minded” partner with shared values of transparency, authenticity and entrepreneurial spirit.
Counsel to ARM Cement Limited, a leading producer of cement, lime and fertilizer in East Africa, with operations in Kenya, Tanzania and Rwanda, in respect of a uSD140 million equity investment by CDC Group plc. The transaction aims to boost the local supply of cement in East Africa and promote infrastructure development. ARM Cement produces approximately 2.7 million tonnes of cement per year and employs approximately 3000 people.
CDC Group has indicated that its long-term investment in ARM Cement is designed to help strengthen ARM Cement’s financial structure and to help the company develop to meet the growing demand for sustainably produced cement across sub-Saharan Africa. The transaction is expected to boost ARM Cement’s production capacity and create new jobs.
Counsel to Africinvest in relation to its acquisition of an equity stake in SIL Africa.
Bowmans advised AfricInvest on the transaction, conducted the due diligence on the Kenyan subsidiaries of the Sil Africa Group and coordinated due diligence through its office in Tanzania, its office in Uganda, and through engaging local counsel in other jurisdictions affected, including Benoit Chambers in Mauritius and Mehrteab Leul & Associates in Ethiopia.
The Bowmans team also handled various competition authority approvals in Africa required for the transaction (in relation to COMESA, Kenya and Tanzania).
Bowmans advised Plum LLP in relation to the acquisition of a 23.34% stake in Britam Holdings Limited (Britam) from Britam’s single largest shareholder, British-American (Kenya) Holdings Limited, a company registered in Bahamas. Bowmans acted as legal adviser on the transaction. This involved advising on the structure of the project, drafting and negotiating project documentation, facilitating engagement with the relevant authorities. The value of the matter was quite a significant amount and the transaction involved a global organisation. Through this transaction, Plum LLP together with associated persons and related companies will control 38.54% of the total issued ordinary shares of Britam.
Bowmans advised Associated British Foods plc (ABF) in respect of the acquisition of the entire issued share capital of Illovo Sugar Limited, not already owned by ABF’s wholly owned subsidiary, in a transaction valued at ZAR 5.6 billion. We assisted with implementing the transaction, provided pre-and post-closing legal support. Illovo Sugar has a number of subsidiaries in Africa jurisdictions, such as Zambia, Tanzania, Mozambique, Swaziland and Malawi. We seamlessly managed the legal elements of the transaction across these jurisdictions.
Counsel to the African Agriculture Fund, a private equity fund managed by Phatisa Fund Managers Limited (Phatisa) which entered into a subscription agreement with Torre Industries Limited in terms of which AAF subscribed for 40% of the ordinary shares in Torre Equipment Africa Limited (TEA). This transaction constituted an approximate $15 million investment by Phatisa in TEA’s business. TEA is a pan-Africa equiptment distributor with operations in Cote d`Ivoire, Ghana, Liberia, Sierra Leone, Cameroon and Botswana.
Counsel to technology, media and telecommunications-focused private equity house Convergence Partners (Convergence) in its R10 million subscription for shares in the share capital of Snapt Systems Proprietary Limited (Snapt). Snapt is a South African technology company focusing on the provision of high-end virtualized and cloud-based load balancing, web acceleration and security software. It has been disrupting the market since its launch in 2012 and has achieved astonishing year-on-year growth of 400% in both 2014 and 2015. Snapt has also recently opened its first US offices in Atlanta. As part of its expansion in the US, Snapt aims to capture a 1 percent share of the USD 6.5 billion application delivery software market within the next three years. This interesting transaction sees Convergence Partners straddling the gap between straight venture capital and straight private equity. In effect, Convergence Partners has invested in Snapt as a “Series A” investor and it is envisaged that there will be later stage investors investing in the future at higher valuations.
Bowmans advised as South African counsel to KIK Custom Products Inc, one of North America’s largest independent manufacturers of consumer packaged goods, in relation to its acquisition of the Prestone Group. Holts Proprietary Limited is the wholly owned South African subsidiary of the Prestone Group.
Counsel to East Africa focused private equity fund Catalyst Principal Partners in its investment in Orbit Chemical Industries Limited. Orbit Chemical Industries Limited was incorporated in 1972 as a trading organization. It has trading divisions trading in industrial chemicals and fertilizers, and manufacturing divisions manufacturing soaps and detergents, sulphonation, plastic packaging and agrochemicals. Although the value of the transaction is confidential, Catalyst’s typical investment ranges between $5 million and $20 million, either through equity, debt or a mixture of both. The transaction is expected to enable Orbit Chemical to realise its expansion plans by increasing the capacity of its existing lines, extending its product range into new synergistic categories and by regionalising its manufacturing capability. This is expected to achieve stronger growth of existing and new customers in Africa. Orbit Chemicals, originally a chemicals trader, is now a state-of-the-art outsourced manufacturer with vertical integration producing high quality finished products within a diversified portfolio.
Bowmans advised Choppies Supermarkets in relation to the acquisition of the retail business of Jwayelani Retail sold as a going concern for a transaction value of ZAR 189 million.
Advised Rio Tinto on the sale of its entire shareholding in Riversdale Holdings Proprietary Limited, which holds a 74% direct shareholding in Zululand Anthracite Colliery Proprietary Limited to Galaxy Investments B.V. This transaction was important to the Rio Tinto group to enable it to focus on other core aspects of its global business and to facilitate an exit in a responsible manner by selling to a purchaser committed to making significant investments to ensure the long term sustainability of the mine and associated employment. Galaxy fits such criteria as it falls within the larger Menar Holding Group which has experience in coal mining in South Africa through its interest in Canyon Coal.
Counsel to OMP Africa Investment Company Proprietary Limited in respect of its $ 62.5 million (KES6.4 billion) investment in the Two Rivers Mall in Kenya. The investment comprised of an acquisition of shares and loan funding. Two Rivers Lifestyle Centre Limited is in the process of constructing, developing and leasing out space in the Two Rivers Mall in the Northern side of Nairobi. The Two Rivers Mall, once completed, is said to be the biggest mall in East and Central Africa with a capacity of approximately 62,000 square metres. OMP Africa Investment Company Proprietary Limited is a subsidiary of the Old Mutual Group, and serves as the group’s property holding company across Africa.
Counsel to Abraaj, AfricInvest and Swedfund, and counsel to UAP Holdings Limited, in relation to the disposal by Abraaj, AfricInvest and Swedfund of shares in UAP Holdings Limited to Old Mutual; this was reported as the largest exit in East Africa in 2015.
Counsel to one of Africa’s leading providers of vendor neutral data centre services Teraco Data Environments, and to all of its shareholders, including the International Finance Corporation, Treacle Private Equity and management, in relation to the sale of Teraco to Pemira, an international private equity firm, for significant confidential consideration. This transaction was Permira Fund’s first investment in Africa. Co-founded in 2008 by Tim Parsonson and Lex van Wyk, Teraco is a dominant player in Africa’s data centre evolution. After a significant period of growth spanning 8 years, the start-up has grown into a significant nationwide business. It has three mature data centres across all major metropolitan areas, and has a proven strategy in the industry. Teraco, now the leading provider of reliable and resilient infrastructure across sub-Saharan Africa, will leverage off Permira funds’ experience in investing in technology markets globally.
Bowmans advised as Africa competition counsel to Hapag-Lloyd Aktiengesellschaft (HL AG) and United Arab Shipping Company (S.A.G) (UASC) in relation to HL AG’s USD 6,335 million acquisition of control of UASC. The transaction constituted a merger for COMESA purposes.
Winner of the M&A Team of the Year and advised on the M&A Deal of the Year
IFLR Sub-Saharan Africa Awards, 2020
A stellar corporate practice group, which plays a significant role in many of the region’s largest transactions. Enviable track record in sophisticated cross-border transactions. Represents a number of high-profile domestic and international clients and offers impressive cross-border capabilities, with a particularly prominent position in the manufacturing and consumer goods sectors across Sub-Saharan Africa. Well regarded for its ability to advise on competition and tax mandates. Significant experience in mining, telecoms, financial services, and energy. Notable capability in market sectors such as healthcare and technology. A popular choice among regional and international banks, insurance and investment companies.
Chambers and Partners, 2022
Continues to be at the forefront of cross-border M&A, with a number of mandates coming from foreign investors. A growing force in Africa cross-border deals, thanks in part to its mounting number of offices throughout the continent. Has an outstanding record in bulge-bracket M&A and corporate restructurings. Also stands out for its well-developed competition and tax practices.
Legal 500, 2021