Banking and finance in South Africa

Allen & Overy (South Africa) LLP

Allen & Overy (South Africa) LLP represents many of the largest banks in the jurisdiction, advising on many of the biggest ticket domestic and cross-border financings in the market. The Johannesburg team has proved instrumental in a series of acquisition financings, refinancings, distressed financings and other headline transactions; this includes advising the lenders on pre-commencement and post-commencement funding for South African Airways (in business rescue). English-qualified Kathleen Wong adds extensive international expertise. Since publication, Lionel Shawe has left the firm.

Other key lawyers:

Kathleen Wong; Anthony Colegrave

Key clients

Rand Merchant Bank, a division of FirstRand Bank Limited

The Standard Bank of South Africa Limited

Nedbank Limited

Absa Bank Limited

Investec Bank Limited

Work highlights

  • Advising a syndicate of banks including Absa and FirstRand in connection with pre-commencement and post-commencement funding for South African Airways.
  • Advised SBSA in connection with a facility for Simba Proprietary Limited (the Borrower), a wholly owned subsidiary of PepsiCo, to fund (in part) the acquisition of Pioneer Food Group.
  • Advised SBSA in connection with the ZAR200 billion Covid-19 loan relief scheme.

ENSafrica

ENSafrica has a wide-ranging practice with deep levels of expertise in core areas such as leveraged finance, trade finance and financial services regulation. The firm has achieved even greater participation in cross-border financings, including multi-lender international financing arrangements, and has seen further growth in business rescue-related transactions. It continues to represent a range of domestic, regional, Asian and international lenders, and has close connections to multiple corporate borrowers in a variety of industries. Roger Rudolph leads the team from Cape Town, while Sean Lederman is one of the foremost names in the Johannesburg market, particularly in the leveraged finance and asset finance fields. The Cape Town team was reinforced by the hire of executive Anina Boshoff from Hogan Lovells (South Africa) in 2019.

Practice head(s):

Roger Rudolph

Other key lawyers:

Anina Boshoff; Jessica Blumenthal; Nzame Qokweni; Craig Saven

Testimonials

‘I found them to be unique, because not only were they excellent, but their speed of execution was superb. As regards their strengths and key capabilities: knowledge of the law and turnaround time. The team’s turnaround time was most impressive and exceeded expectations. ’

‘Sean Lederman is an excellent attorney.’

‘Jess Blumenthal is approachable, easy to relate to, is top of her game in terms of legal knowledge and work delivered, and our team enjoys working with her and her team.’

‘Jess Blumenthal is great to work with, professional but approachable. I often recommend her to other colleagues and business associates.’

‘Not only was Anina Boshoff pleasant to work with, she is also a very knowledgeable lawyer who was willing to go the extra mile for us. We would not have been able to close our transaction within such tight timelines had it not been for her and her team. ’

Key clients

Transnet Second Defined Benefit Fund

Basil Read

Investec

RMB

Echo Global Feeder Fund

Investec Bank Mauritius

Ghana Bank

Zenith Bank

Edge Growth

Development Bank of Southern Africa

Sasol

Clover Industries

Absa Bank

FirstRand Bank

Work highlights

  • Advised Ethos Mezzanine Partners and Proparco on the financing of its $22m  investment into Turaco, a holding company managed by 54 Capital PE Advisors which holds a portfolio of FMCG assets in Ethiopia.
  • Advised a syndicated of lenders on a €100m sovereign loan to the government of Ivory Coast.
  • Acted for Investec in connection with the issue of the TRP guarantee relating to International Beer Breweries’ acquisition, by way of a scheme of arrangement, of the entire issued share capital of Clover Industries.

Webber Wentzel

Webber Wentzel has one of the largest teams in South Africa, covering both domestic and English law-governed financings. It also has a highly-developed debt capital markets practice led by Karen Couzyn, which includes mainstream debt offerings, equity-linked programmes and asset-backed securitisations. The firm has achieved growth in restructuring and business rescue, preference share funding, asset finance and has maintained a strong flow of acquisition and leveraged finance deals. Moreover, the firm has a substantial financial services regulation team led by four partners, including Johann Scholtz and Dawid de Villiers.  Muhammad Sader heads the banking and finance group and is close to a number of South Africa's top lenders and private equity houses. Khurshid Fazel is a leader in preference share funding and is at the forefront of the restructuring segment. Scott Edmundson  remains a leading figure in aviation finance. Mark Kyle has left the firm.

Practice head(s):

Muhammad Sader; Johan Henning; Karen Couzyn

Other key lawyers:

Johann Scholtz; Dawid de Villiers; Khurshid Fazel; Kathy Shepherd; Ryan Nelson; Scott Edmundson

Testimonials

‘I get the feeling that they really care about who you are as a person and are motivated to achieve the desired results. ’

‘High quality and engaged partners who are very well versed in local and international market norms, while applying best practice and maintaining high standards.’

‘Customer engagement and proactiveness.’

‘The team goes above and beyond for their clients.’

‘Khurshid Fazel is by far the best lawyer I have ever worked with. Her technical ability combined with her commercial understanding makes her a dream to work with. ’

‘Special mention to Khurshid Fazel and her preference share expertise, which spans a deep knowledge of tax and corporate law as well as commercial practice.’

‘Scott Edmundson is very experienced, knowledgeable and responsive.’

‘Attention to detail, excellent service delivery and value add to the client’s businesses. Commercial understanding of banking and client requirements, pragmatic approach to issues.’

Key clients

FirstRand Bank Ltd (acting through its Rand Merchant Bank division), Nedbank Ltd, Absa Bank Ltd, Old Mutual Specialised Finance, Future Growth and others.

Rand Merchant Bank and HSBC

The Standard Bank of South Africa, Ltd, Nedbank Ltd, FirstRand Bank Ltd (acting through its Rand Merchant Bank division) Bank of Montreal and BNP Paribas

Triple Flag Mining Finance Bermuda

J.P. Morgan Equities South Africa Proprietary Limited

Nedbank

UBS Bank

MTN Group Limited

Baker McKenzie Johannesburg

Baker McKenzie Johannesburg has a well-established banking and finance practice. It continues to represent an even balance of lenders (including development finance institutions) and borrowers, especially Johannesburg-listed corporates and multinational businesses with large South African operations. The compact team is increasingly focused on cross-border financings, often working with colleagues in London. It has seen considerable growth in restructuring and insolvency-related financings, including debtor-in-possession deals. Acquisition finance, securitisations, and trade finance are also core to the practice. Wholesale loans to South Africa banks features strongly too. Lodewyk Meyer has boosted the firm's structured trade and commodities finance practice after joining from Hogan Lovells (South Africa) in 2019. Project finance specialist Jen Stolp has joined White & Case LLP. Former practice head Wildu du Plessis left the firm in September 2021.

Other key lawyers:

Lodewyk Meyer

Key clients

The Bidvest Group

Impala Platinum Holdings

Development Bank of Southern Africa

Bank One

Sibanye Gold

African Development Bank

FirstRand Bank

Work highlights

  • Advised Bidvest on the financing of its acquisition of PHS Group.
  • Advised Impala on its acquisition of North American Palladium, including the bridge funding and take-out funding.
  • Advised DBSA on its ZAR3.5bn post-commencement finance term credit facility to South African Airways.

Bowmans

Bowmans remains a formidable player in the South African banking and finance market. It continues to be at the forefront of acquisition finance, major corporate restructurings and other mainstream conventional financings, and has achieved greater prominence in growth segments such as sustainable finance. The firm frequently represents South Africa's biggest lenders, numerous blue-chip corporates and a number of state-owned enterprises. Structured bonds and bank funding are also fortes for the team. Ulrike Naumann leads the team, which includes preference share funding specialist Jan Kruger and Jason Wilkinson, who has extensive domestic and cross-border financing expertise. Jackie Leggett is recommended for leveraged finance. Senior figure Mark Kyle joined from Webber Wentzel in October 2020.

Practice head(s):

Ulrike Naumann; Shamilah Grimwood-Norley; Casper van Heerden; David Geral; Patrick Hirsch; Craig Schafer

Other key lawyers:

Jan Kruger; Jason Wilkinson; Jackie Leggett

Testimonials

‘Bowmans has direct representation in various countries which provides the team with the benefit of including local counsel services into their offering.’

‘Very professional and diligent. ’

Key clients

FirstRand Bank

Nedbank

Anheuser-Busch InBev

ARC Fund

Royal Bafokeng Platinum and Royal Bafokeng Resources

Bank Windhoek

Rand Merchant Bank

Standard Bank of South Africa

PepsiCo

Motus Holdings, Motus Capital, Motus Corporation Proprietary and Motus Group

Capitec Bank

Investec Bank

Trafigura Group

AfriSam Group

Cliffe Dekker Hofmeyr

Cliffe Dekker Hofmeyr's substantial and prominent team has developed closer connections to development finance institutions leading to a number of major engagements on financings in South Africa; much credit should go to Mashudu Mphafundi particularly, along with Stephen Boikanyo, who have the key DFI relationships. The wider group continues to be active in renewable energy sector financings, increasingly on the borrower/sponsor side. Another growth segment is green bonds, which eminent capital markets partner Jackie King is leading. Deon Wilken leads the department, which includes seasoned and respected partner Ludwig Smith, who is part of a sub-group that houses up-and-coming name Jenni Darling and senior associate Jess ReidPierre Swart is making a further impression in debt issuances and MTN programmes.

Practice head(s):

Deon Wilken

Other key lawyers:

Mashudu Mphafundi; Stephen Boikanyo; Jackie King; Deon Wilken; Ludwig Smith; Jenni Darling; Pierre Swart; Jess Reid; Izak Lessing

Testimonials

‘The team is very proactive, not only in relation to matters itself but also in meeting client specific needs. ’

‘Personable service, always contactable and fast turnaround times make this team stand ahead of their competitors.

‘Izak Lessing is a phenomenal English and South African qualified banking and finance lawyer with a tremendous ability to understand the commercial issues on a transaction. He is capable of dissecting almost any issue and supporting the resolution of it. He is most certainly an asset and trusted advisor to any client. ’

‘Deon Wilken is a smart and professional operator. Helps us simplify matters where appropriate and also brings tactical and strategic thinking.’

‘Deon Wilken at CDH is an exceptional lawyer and advisor. With his vast experience and skills he has been able to assist us to navigate complex funding structures. Deon is also a superb negotiator with counter parties. ’

‘Ludwig Smith is a doyen on structuring and tax matters. Excellent legal knowledge, a wealth of experience and the ability to translate this to practical guidance, as well as a willingness to be creative.’

‘Ludwig Smith and with Jess Reid are willing to assist us in a collaborative way to design suitable financing structures for clients. They have confidence in their work, and  have an ability to translate this into lucid contracts enshrining their ideas. This has involved a lot of complicated mathematics which they have not shied away from.’

‘Ludwig Smith and with Jess Reid’s analytical skills are exceptionally strong.’ 

Jenni Darling is a hidden gem and a fantastic lawyer. She is particularly adept in the banking and finance space where she excels in delivering excellent commercial outcomes in a practical and cost effective manner.’ 

‘Jenni Darling also happens to be an excellent commercial and M&A lawyer, meaning she and her team can provide a full service on a transaction and she does not restrict herself to only part of the deal.’

Key clients

Harmony Gold

Sun International

Sola Future Energy

Transcend Residential Property Fund

Simacel/Scatec

The International Swaps and Derivatives Association

Investec Equity partners

Vumatel

Old Mutual

Capitalworks Private Equity Partnership II

Royal Bafokeng National Development Trust

Development Bank of Southern Africa (DBSA)

Sanlam

Northern Platinum

Liquid Telecom Group

Vodafone Group Services

Lonmin

Nedbank Group

Tiso Investment Holdings

Anglo American

ISDA

Standard Bank Group

Work highlights

  • Advised Caixa Geral de Depositós on the disposal of its entire stake in Mercantile Bank Holdings to Capitec Bank.
  • Advised Sun International on the 9bn ZAR refinancing of all of its senior debt, working capital and short-term facilities, and redeemable preference share facilities with a group of six South African banks.  

Werksmans Attorneys

Werksmans Attorneys' established and extensive practice has made a further impression in acquisition and leveraged finance, including private equity related financings. Structured finance, securitisations and debt capital markets are also strong areas, while distressed debt deals are a growth area for the team. Richard Roothman leads the team and is highly rated for DCM, structured finance, preference share fundings and acquisition finance. Danny Andropoulos is also widely recognised for acquisition and leveraged finance, preference share fundings and distressed debt.

Practice head(s):

Richard Roothman

Other key lawyers:

Danny Andropoulos; Paul Tindle; Elliott Wood

Key clients

Absa Group and Absa Corporate and Investment Bank

Aspen Pharmacare

Citibank

Glencore Xstrata

Investec Bank

Nedbank

Prescient Investment Management

Rand Merchant Bank

Reichmans

Samancor Chrome

Shoprite Holdings and Shoprite Investments

South African Reserve Bank

Standard Bank

Transaction Capital Risk Services

Tronox Mineral Sands

Vantage Capital

Work highlights

  • Advised IPF and IPFO (as borrowers) in connection with the funding of IPFO’s increased shareholding in Pan European Logistics Property platform.
  • Acted as legal counsel to the consortium of South African and international banks and other lenders in connection with certain loan facilities provided to the Edcon Group of companies.
  • Acted as legal counsel to Investec Bank in connection with a number of credit facilities made to Vox Telecommunications and the restructuring of existing debt facilities.

CMS South Africa

CMS South Africa has continued to evolve since the launch of the firm in 2018 and it becoming part of the CMS network in 2019. The firm has real credibility in the market thanks to the presence of highly rated founding partner Riza Moosa, a recognised leader in preference share transactions, acquisition finance and debt restructurings. The nascent firm has already attracted a wealth of top-tier lender and big-name corporate borrower clients. The up-and-coming Bridgett Majola recently joined the firm as a director from Baker McKenzie Johannesburg, adding further senior level credibility, particularly in project finance. Moreover, the immensely experienced Pieter van Welzen has joined as a senior consultant from Clifford Chance to provide further weight to the team, including in Africa-wide transactions.

Practice head(s):

Riza Moosa

Other key lawyers:

Bridgett Majola; Pieter van Welzen

Testimonials

‘The team is highly commercial and understands the conundrums faced by clients and in-house counsel in getting debt transactions over the line, in particular in the current economic climate.’

‘I would say that compared to other firms in the market they are more entrepreneurial and business focused.’

‘The practice has a market leading senior partner in Riza Moosa that knows the industry and is well respected for his views.

‘Riza Moosa is one of the best lawyers I have worked with in a long time. He never complicates matters, and will ensure that you are provided the best support available. Further, his drafting is simple, and easy to understand. To me, that is the mark of a great lawyer. ’

‘Riza Moosa is exceptional in his understanding of the commercial requirements of a client and an impressive all round finance lawyer.’

The recruitment of Bridgett Majola was also a wise decision as she brings with her a wealth of experience and project finance capability.’

Key clients

Absa Bank

Barak Fund

Dartcom

Development Bank of Southern Africa

Exxaro Resources

HBZ Bank

FirstRand Bank

Group Five

HSBC

Grindrod Bank

Impala Platinum Holdings

Investec Bank

Kleoss Capital

Millat Properties

Nedbank

New GX Capital Holdings

Pan African Infrastructure Development Fund 2

Phembani Group

Sanlam Capital Markets

Standard Bank of South Africa

Wescoal Holdings

DLA Piper

DLA Piper continues to impress in leveraged finance and preference share funding transactions. It represents a number of South Africa's major banks, international banks, home-grown corporates and multinationals. Jackie Pennington remains one of the pre-eminent preference share financing experts in the market. Diana Messerschmidt is also noted for preference share deals, other hybrid debt transactions and quasi-equity fundings. Legal director Bridget King's arrival from Cliffe Dekker Hofmeyr in 2021 adds to the firm's derivatives capabilities.

Practice head(s):

Jackie Pennington

Other key lawyers:

Diana Messerschmidt; Bridget King

Testimonials

‘In depth banking experience across the team. It is solutions driven.’

‘Deep experience, they know precisely what we require as banks. Generally the firm is a safe pair of hands. All aspects of the transaction are considered.’

 

Key clients

FirstRand Bank

Nedbank

The Standard Bank of South Africa

Investec Bank

Brait

Consol

Brimstone Investment Corporation

EOH Holdings

Work highlights

  • Advised Brimstone on the funding arrangements in respect of its acquisition of shares in Oceana Group, a company listed on the JSE, from Tiger Brands, in two tranches.
  • Advised EOH on the restructuring and rescheduling of its group debt facilities.
  • Advised Nedbank on the advancement of preference share and bridge loan facilities to two special purpose vehicles in order to make an offer to acquire the issued shares of Peregrine.

Fasken

Fasken is primarily known for energy and infrastructure finance with three senior partners operating in this space. Renewable energy has become a real forte for the firm during South Africa's Renewable Energy Independent Power Procurement Programme (REIPPP); this has included a number of portfolio financings. Corporate loans and acquisition finance is also a key part of the firm's practice. Ashen Jugoo is a prolific adviser on energy financings and Lara Bezuidenhoudt is hugely experienced in energy and infrastructure financings. Former partner Katy-Lynne Kay is now in-house at Biotherm Energy.

Practice head(s):

Blaize Vance

Other key lawyers:

Ashen Jugoo; Lara Bezuidenhoudt

Key clients

Nedbank

Investec Asset Management

Investec Bank

Impala Platinum Holdings

Isipho Capital Holdings Proprietary

Herbert Smith Freehills South Africa LLP

Herbert Smith Freehills South Africa LLP offers a relatively unique finance platform with South African, English and French-qualified lawyers within the team. It is particularly focused on energy, natural resources and infrastructure sectors, and is achieving further growth in sub-Saharan Africa financings, including those in Kenya, Ghana, Mozambique and elsewhere in the continent. Managing partner of the Johannesburg office Edward Baring has an excellent record in emerging market financings and recently worked alongside the London office to advise Standard Bank and Standard Chartered Bank on a $500m sovereign loan and $3bn Eurobond issuance to the Republic of Ghana. Brigette Baillie is a leader in project finance and is supported by experienced consultant Biddy Faber.

Practice head(s):

Edward Baring; Brigette Baillie

Other key lawyers:

Biddy Faber

Key clients

Standard Chartered Bank

Rand Merchant Bank

The Standard Bank of South Africa

Facility for Investments in Renewable Small Transactions

Nedbank

Absa

VTB Bank

CFAO

Texton Property Fund

Work highlights

  • Advised Standard Chartered Bank and Standard Bank of South Africa on a $500m bridge loan facility for the Republic of Ghana in relation to its 2020 Eurobond issuance which raised $3bn.
  • Advised Standard Chartered Bank on a $265m multicurrency facility for Airtel Africa’s subsidiaries in Kenya, Nigeria, Uganda, Zambia, Gabon and Congo-Brazzaville, guaranteed by Airtel Africa in the UK and Bharti Airtel International in the Netherlands
  • Advised the South African Property Fund on restructuring its loan facilities it has with two South African banks and simplifying the security structure which provides security for such loans.

Norton Rose Fulbright South Africa Inc

Norton Rose Fulbright South Africa Inc continues to operate at the forefront of project finance and acquisition finance. In this regard Jackie Midlane has an outstanding reputation. Much of the team's practice centres on the renewable energy and power sectors. Former head of the Africa finance practice Steven Gamble has joined Covington & Burling LLP.

Practice head(s):

Jackie Midlane

Other key lawyers:

Malibuye Cossie

White & Case LLP

White & Case LLP's ambitious growth in South Africa persisted into 2020 with the hire of Jennifer Stolp from Baker McKenzie Johannesburg; she has strong connections to South African banks and DFIs and has become co-head of the banking and finance team in Johannesburg alongside real estate finance expert Quintin du Plessis. The South Africa office is primarily focused on energy and natural resources, real estate, mining and private equity, with the finance team also having a primary emphasis on these segments. While syndicated lending, acquisition finance and real estate finance have been traditional fortes for the team, it has seen further growth in restructurings in line with South Africa's recent economic problems. Joz Coetzer has an extensive record in energy sector financings and restructurings, while Craig Whitley is noted for leveraged finance. Lionel Shawe was a new arrival in April 2021.

Practice head(s):

Quintin du Plessis; Jennifer Stolp

Other key lawyers:

Joz Coetzer; Craig Whitley; Lionel Shawe

Testimonials

‘Excellent skill set and network. They are always available and willing to assist on any matter with any deadline.’

‘The team is simply superb. They are knowledgeable and competent. They have got you covered and they are very business-minded, but not at the expense of the rules.’

‘Jennifer Stolp is a very sound lawyer. She knows the issues and she gets her points across firmly and convincingly. I also liked the fact that she is honest in that she will tell you what works and what does not.’

‘Craig Whitley is an excellent attorney.’

Key clients

Absa Bank Limited

African Development Bank

Development Bank of Southern Africa

Eskom SOC Limited

FirstRand Bank Limited

International Finance Corporation

Investec Bank Limited

Nedbank Limited

Rand Merchant Bank

Stanlib Asset Management

The Standard Bank of South Africa Limited

Vox Telecommunications (Pty) Limited

Work highlights

  • Advised the bondholders of Petra Diamond in respect of its proposed capital restructuring.
  • Represented Eskom in the negotiation with Investec, Standard Bank, Nedbank, FirstRand Bank and The African Development Bank in respect of a short-term facility as well as the restructure thereof.
  • Represented the African Development Bank on a sustainable development goals-linked bond issuance, the first of its kind in Africa.

Glyn Marais

Glyn Marais's eminent corporate and M&A credentials are backed by a strong record in acquisition and leveraged finance, preference share fundings, syndicated lending and DCM. The firm is particularly tied to the real estate sector, though has broad industry coverage. Willem de Villiers has a fine reputation in corporate and finance transactions, while Richard Glyn is noted for tax structuring in the finance field.

Practice head(s):

Willem de Villiers

Other key lawyers:

Richard Glyn; Francois Marais; Tamara Gerwel

Key clients

Sanlam Limited No, 15

Naspers Limited No, 10

Investec Bank Limited No, 25

Absa Capital No, 15

DRA Global Holdings

Anglo American

Lodestone Brands

Accelerate Property Fund

Sinosteel

Growthpoint Properties