Commercial, corporate and M&A in South Africa

Bowmans

Bowmans continues to be at the forefront of cross-border M&A, with a number of mandates coming from foreign investors. The practice is a growing force in Africa cross-border deals, thanks in part to its mounting number of offices throughout the continent. Private equity is another key forte for the prestigious team, and in addition the firm has worked on a series of headline FMCG deals. Ezra Davids and Charles Douglas are leading figures in cross-border M&A involving South African entities, while John Bellew is hugely experienced in private equity deals and strategic M&A.

Practice head(s):

Ashleigh Hale; Ezra Davids; Charles Douglas; Tholinhlanhla Gcabashe

Other key lawyers:

John Bellew; Charles Young

Key clients

The South African Breweries, Anheuser-busch InBev and SAB Zenzele Kabili Holdings

Harmony Gold Mining Company

PepsiCo

Tongaat-Hulett

Kwande Capital Proprietary

RMB Holdings

RMB Ventures Seven and BoE Private Equity Investments

Peermont Group

Link Market Services

CNA Operations Proprietary

Work highlights

  • Advised PepsiCo on the $1.7bn all-cash offer by a wholly-owned subsidiary of PepsiCo to acquire 100% of the issued shares of Pioneer Food Group, one of the largest South African producers and distributors of a range of branded food and beverage products.
  • Advised SAB and AB InBev on the launch of a new B-BBEE transaction, part of the unwinding of the current SAB B-BBEE transaction.
  • Acted for Harmony Gold Mining on the sale agreement for which Harmony intends to acquire all of AngloGold Ashanti’s South African assets and related liabilities.

Cliffe Dekker Hofmeyr

Cliffe Dekker Hofmeyr consistently leads the market in South Africa listed company deals. It routinely advises some of the biggest corporate brands in the jurisdiction. The firm also continues to impress in BEE and private equity transactions. Willem Jacobs is an eminent attorney in listed company deals and David Pinnock is at the forefront of the private equity segment. Peter Hesseling is an eminent figure in the Cape Town market. Rachel Kelly and Vivien Chaplin joined the firm from Hogan Lovells (South Africa) in 2019, while Lilia Franca moved to Webber Wentzel.

Practice head(s):

Willem Jacobs

Other key lawyers:

Johan Latsky; David Pinnock; Peter Hesseling; Rachel Kelly; Vivien Chaplin; Roux van der Merwe

Testimonials

‘Quality lawyers with great experience.’

‘Knowledgeable and responsive.’

‘Quick, practical and excellent advice.’

‘The team is incredibly committed to ensuring the success of a transaction. They have seemingly limitless energy, but it is their problem solving that makes them stand out as advisors.’

‘Willem Jacobs leads an excellent team and provides practical advice, focused on ensuring an appropriate commercial and legal outcome.’

‘Willem Jacobs has been stand out in his field and is deeply trusted and respected by us as clients.’ 

‘David Pinnock always makes time for us and is able to digest a situation very quickly. ’

‘David Pinnock is incredibly competent, but more importantly businesslike and practical in the corporate and commercial side of the practice.’

‘Lilia Franca has a phenomenal grasp of technical issues but her most valued attribute is her ability to identify commercial solutions. She is a truly trusted advisor that will always look to solve problems but is equally very clear in advising where no solution is available.’

Roux van der Merwe is an exceptional lawyer. Roux is calm and considered and has vast experience in his field and is able to approach a transaction considering all of the other facets of law that will impact on the transaction.’ 

Key clients

ABSA Group

Accenture

Aegis Group

African Development Bank

Anglo American

Arcelormittal South Africa

Assupol Holdings

Atlatsa Resources Corporation

Avon Justine

Berkshire Hathaway

Biotherm

Brait SE

Brimstone Investment Corporation

Burger King Holdings

Cap Gemini South Africa

Capitalworks

Capitec Bank Holdings

Caterpillar

City of Cape Town

Coca-Cola Company (USA)

Coronation Fund Managers

Dell Computers

Dipula Income Fund

Distell Group

Dubai World Africa Services

Echo Polska Properties

EOH Holdings

Equites Property Fund

Ernst & Young

Ethos

Ethos EVRAZ

Fidelity Security Group

FirstRand

Foskor

Grindrod

Harmony Gold Mining Company

Heineken

IEP Portfolio 1

Investec Bank

Italtile

JCDecaux Group

Kaap Agri

Libstar Holdings

Liquid Telecommunications Group

Liviero Group

Lonmin

Macquarie Group

ENSafrica

ENSafrica has a high market share of high-value and complex transactions in the market, including significant Black Economic Empowerment (BEE) deals. The firm has achieved further prominence in key growth sectors such as telecoms and financial services, and is a growing force in cross-border deals, in part thanks to its expanding network of offices across the continent. Michael Katz remains a doyen of the market, while Doron Joffe also has an outstanding reputation. Koos PretoriusLydia Shadrach-Razzino and Cape Town's Julius Oosthuizen are prominent too. Ian Hayes joined Cliffe Dekker Hofmeyr.

Practice head(s):

Doron Joffe; Julius Oosthuizen

Other key lawyers:

Michael Katz; Koos Pretorius; Lydia Shadrach-Razzino

Testimonials

‘Strong commercial understanding of our business. Willingness to go the extra mile to learn technical details. Practical approach to issues. The team tries to find solutions rather than just providing legal opinions.’

Key clients

Airports Company of South Africa (ACSA)

Edcon group

enX Group

Housatonic Consortium

Industrial Development Corporation of South Africa

Nala Ventures Consortium through Theko Capital and Bakone International

Public Investment Corporation

Rembo

RMB Ventures Sevens Proprietary

Sibanye Gold

South32

Vodacom Group

Work highlights

  • Advised enX Group on the divestment of its ownership interest in various subsidiaries housing the Eqstra Fleet Management and Logistics Businesses to Bidvest Bank.
  • Advised the Edcon group on a group-wide restructure, which ensured the continued operation of the largest retailer in sub-Saharan Africa and retention of thousands of jobs.
  • Advised RMB Ventures Sevens and Business Venture Investments on the acquisition of 100% of the total issued share capital of Cargo Compass (South Africa).

Webber Wentzel

Webber Wentzel arguably stands alone with its number of highly rated corporate and M&A specialists. Allied to this is a significant market share of headline and transformational M&A and private equity engagements. Corporate restructurings and large-cap equity capital markets (ECM) offerings also forms a key part of the practice. It also represents many of South Africa's leading corporates, across a range of industries, coupled with a number of multinationals and private equity houses. Sally Hutton, Christo Els and Gareth Driver are amongst the leading figures in private equity and M&A in South Africa. Jesse Watson and Ziyanda Ntshona are just two examples of a formidable younger generation of partners within the ranks. Alison Mills is noted for mining sector M&A, while Adam Ismail is a key figure in Cape Town. Lilia Franca and Justin Roberts have joined from Cliffe Dekker Hofmeyr.

Practice head(s):

Safiyya Patel

Other key lawyers:

Sally Hutton; Christo Els; Gareth Driver; Colin du Toit; Warren Drue; Mark Phillips; Jesse Watson; Ziyanda Ntshona; Alison Mills; Madelein Burger; Adam Ismail; Annabel Parry; Haydn Davies; Lilia Franca

Testimonials

‘The consistency of high quality service from all teams and team members makes WW stand out.’

‘The team is very agile and responsive. They also demonstrate a solutions approach to issues and challenges’

‘Ziyanda Ntshona is a great leader and I have enjoyed seeing her mentor some of her more junior colleagues – impressive!’

‘Annabel Parry consistently delivers a fully committed and extremely high standard of service and approaches complexity and challenges on projects with a balance of innovative thinking, exceptional technical knowledge and proactive and collaborative solution generation.’ 

‘Haydn Davies was a pivotal contributor to getting a critical deal over the line for us under immense time pressure. His collaborative assertiveness was complimented by the purchasers and he was an asset to our team in resolving many challenging points of debate and in helping build a relationship between the parties involved.’

Key clients

Naspers Limited

Anglo Operations (Proprietary) Limited

Omnia Group Proprietary Limited

EOH Consulting (Pty) Ltd

African Mining and Trust Company Limited

Bushveld Minerals SA (Pty) Ltd

Ethos Private Equity (Pty) Ltd

Investec Bank Limited

MultiChoice Group Limited

Mondi Limited

Assore

Goldfields

MTN Group Limited

Work highlights

  • Advised Naspers and Prosus in relating to its unbundling of shares in MultiChoice Group.
  • Advising Pioneer Foods Group Ltd in respect of the firm intention offer by PepsiCo Inc. to acquire the ordinary shares by way of a scheme of arrangement or standby offer valued at ZAR25bn.
  • Advising Ethos Capital (investing alongside Ethos Fund VII) in its strategic investment into Brait, valued at ZAR1.35 billion.

Baker McKenzie Johannesburg

Baker McKenzie Johannesburg has a major presence in cross-border M&A and private equity transactions. It is particularly noted for its record in mining sector deals. The firm has continued to make an impression in outbound investments and acquisitions by South African clients, including heavyweight deals in the mining sector. Inbound investments by overseas multinationals is also a growing element of the practice, while corporate restructurings, including related asset disposals, are another important element. Morné van der Merwe leads the team and is highly rated for cross-border deals; Bidvest Group is a long-term client for him. Marc Yudaken is noted for representing international private equity funds and US-based clients. Mike van Rensburg provides additional senior-level experience.

Practice head(s):

Morné van der Merwe

Other key lawyers:

Marc Yudaken; Mike van Rensburg 

Testimonials

The partners and senior attorneys are always available, seven days a week. They treat us as partners which is how we view them.

‘The advice we get is always designed around the principles of protecting us and not wasting money on frivolous matters. We engage in order to succeed and never have hollow victories.’

 

Key clients

African Rainbow Capital

Avenge

Bidvest Group

BRENNTAG

CBRE

Doka

ECP Africa Fund IV

Hillhouse Capital

Impala Platinum

Ma’aden

Nokia

Schreiber Foods

The Livekindly Co

Tswalu Holdings

Wipro Unza Holdings

Work highlights

  • Advised Bidvest Group on its acquisition of PHS Group.
  • Advised Impala Platinum on its acquisition of North American Palladium.
  • Advised Ma’aden on its acquisition of an 85% interest in the Mauritius-based Meridian Consolidated Investments, an agrichemical distributor and retailer with operations in Malawi, Mozambique, Zambia and Zimbabwe.

Werksmans Attorneys

Werksmans Attorneys remains at the forefront of listed company deals, though is highly rated for both public and private M&A. he firm advises an impressive number of blue-chip South African businesses along with a series of multinationals. The highly-rated Kevin Trudgeon  leads the commercial department, while Gerhard Johannes heads the corporate M&A group. David Gewer is another key figure in the team, a regular adviser to Bidvest among other notable clients. Director Danielle Magidson joined the firm from Hogan Lovells (South Africa) in October 2019.

Practice head(s):

Gerhard Johannes

Other key lawyers:

David Gewer; Kevin Trudgeon; Danielle Magidson; Brian Price; Elliott Wood; Ze’ev Blieden; Adam Pyzikowski

Testimonials

They were not only excellent but also very creative in their approach to difficult legal problems. The team’s problem solving abilities was most impressive.’

‘The team is knowledgeable, gives good legal advice and is practical and commercial. Most firms get one or two of these aspects right. The Werksmans team brings the full package every time.’

‘David Gewer and Adam Pyzikowski are pleasant to work with, they are also a very knowledgeable and experienced lawyers who are willing to go the extra mile for us. I also appreciate the fact that they are accommodating on their fees.’

‘Ze’ev Blieden is a strong M&A lawyer with a diplomatic style.’

Key clients

Absa Bank

Arcelormittal South Africa

Berkshire Partners

Bid Corporation

Bidvest Group

Blue Label Telecoms

Brother Industrial

Clover Industries

Endo International

Glencore

Hammerson

Investec

Isuzu Motors

Kerry Group

Long4Life

Mitsubishi Motors Corporation

Peregrine Holdings

Samancor Chrome

Sasfin Bank

Shoprite

Standard Bank Properties

Steinhoff International

Textainer

The Prepaid Company

Work highlights

  • Advised Clover Industries on the scheme of arrangement in which Milco, a consortium of investors, acquired the entire issued share capital of the company.
  • Advised Glencore South Africa Oil Investments on its acquisition of 75% of the shares in Astron Energy and all of the shares in Astron Energy Botswana from Off the Shelf Investments 56.
  • Advised the independent board of Peregrine on its response to a take-over offer by Investco and Bidco.

White & Case LLP

White & Case LLP continues to make an impression in strategic M&A and private equity transactions, notably in the financial institutions, mining, logistics, pharmaceuticals and healthcare sectors. Corporate restructurings and cross-border investments into the wider continent also form an important part of the practice. Department head Gary Felthun has become a recognised force in private equity and has attracted engagements from some of the biggest funds in the world. Having been elevated to international partner status, Craig Atkinson  has become a pivotal member of the team, while new local partner Shannon Neill has contributed to the firm's success in the private equity space.

Practice head(s):

Gary Felthun

Other key lawyers:

Craig Atkinson; Shannon Neill; Kabelo Dlothi

Key clients

Alfa Financial Software Holdings

FNB Investor Services

The Goodman Gallery

Molare

Pelagic Resources

ThyssenKrupp

Village Main Reef

Amrod Corporate Solutions

Work highlights

  • Represented International Finance Corporation (IFC) on a $200m investment in the Kinyinya housing development, which forms part of the larger Green City Kigali in Rwanda.
  • Represented Daimler Truck on its acquisition of Atlantis Foundries, a manufacturer of cast iron products for the automotive industry.
  • Advised Black Royalty Minerals on a successful bid process to acquire all of the assets of Koornfontein Mines (in business rescue).

Dentons

Dentons has a mix of South African and English law expertise within its team, positioning it well for deals involving jurisdictions across the African continent. The group represents a range of big-name corporates and private equity houses. It has also made an impression in headline BEE deals and corporate restructurings. Cape Town-based department head Shahid Sulaiman and Johannesburg partner Samantha Hogben have extensive domestic and cross-border M&A experience, while Cape Town's Angeli Arora is noted for private equity transactions.

Practice head(s):

Shahid Sulaiman

Other key lawyers:

Samantha Hogben; Angeli Arora

Testimonials

‘The team is composed of high-skilled of transactional advisers and very pragmatic.’

‘The team is a great commercial partner. The team approached all challenges with a solution focused methodology. They were knowledgeable, proactive and very thorough. Our experience was top notch.’

‘The Dentons team has an excellent blend of diverse experience. They are excellent drafters and negotiators and also bring lateral thinking to the table combined with an attention to detail. This is a unique offering in the SA market. I highly recommend them.’

‘Shahid Sulaiman has an ability to both see the bigger picture and to be involved in the detail of M&A transactions. He is also a very good negotiator and is able to use his experience to judge when to lead the negotiations and when to stand back.’

‘Angeli Agora impressed us with her technical ability and with the quality of her advice. She is business oriented. She is very proactive with particular skills in complex cross-border investment.’

‘Samantha Hogben has very strong experience in both in-house and external legal and banking positions. This enables her to be an excellent M&A lawyer. Samantha is able to deal at board and stock exchange level where her investment banking experience is very useful. ’

‘Samantha Hogben is a great communicator with thorough industry knowledge. She is solution-oriented and always looks for practical solutions to legal challenges. Her case management was very effective.’

Key clients

Industrial Development Corporation

Falcorp Technologies

Barloworld

Lactalis

New GX Capital

Total

Lurco Group

Work highlights

  • Advised Barloworld on all aspects of the structuring and implementation its B-BBEE transaction, including the associated creation of several trusts and companies to achieve the required B-BBEE structure and the conveyancing of approximately 64 properties.
  • Advised Lactalis on the acquisition of the global nutritionals business of Aspen Pharmacare (a listed South African company).
  • Advised the New GX Group and Dartcom on the rationalisation of the shareholding structure in Dartcom to facilitate further expansion of the business.

DLA Piper

DLA Piper continues to be a major force in financial services M&A and has a growing reputation in cross-border transactions, including those across sub-Saharan Africa. The South Africa practice has a proven record in the technology, financial services, consumer goods and retail, and listed property sectors, and is becoming increasingly prominent in warranty and indemnity insurance. Johannes Gouws is South Africa managing partner and has an outstanding record in big-ticket M&A. Peter Bradshaw heads the corporate and capital markets groups.

Practice head(s):

Peter Bradshaw

Other key lawyers:

Johannes Gouws

Key clients

FirstRand

Barloworld

Aurecon

Irvin & Johnson

Brait

Tuareg Energy (Botswana)

Nedbank

Work highlights

  • Advised FirstRand Bank on the acquisition by First National Bank Ghana of the entire issued share capital of GHL Bank from Harborough. The next phase of the transaction involves the merger of FNB Ghana and GHL Bank.
  • Advised Barloworld on its R5.35bn acquisition of the Tongaat Hulett Starch business from Tongaat Hulett.
  • Advised Aurecon Group on the demerger of its Africa business and subsequent corporate restructure to reflect its new ownership base.

Glyn Marais

Glyn Marais has a formidable reputation, evidenced by its impressive client base of big-name corporates such as Naspers, Sanlam and Anglo American. The firm has an especially strong record in financial services and listed real estate deals.

Herbert Smith Freehills South Africa LLP

Herbert Smith Freehills South Africa LLP has made a significant contribution to the global firm's standing in Africa-wide transactions, having a pivotal role in Anglophone and Francophone Africa in sectors such as mining, oil and gas, TMT, financial services, agriculture and consumer sectors. The Johannesburg team has an impressive practice driven by prominent South African clients and multinationals involved in sub-Sahara Africa transactions. Rudolph du Plessis leads the team and has a strong record in domestic and cross-border deals, while Ross Lomax has an impressive record in big-ticket transactions, including those in the renewable energy sector. Director Patrick Leyden is recognised for mining industry deals.

Practice head(s):

Rudolph du Plessis

Other key lawyers:

Ross Lomax; Patrick Leyden

Testimonials

‘Ross Lomax is our dedicated attorney. We would not be able to navigate our business landscape without him. He has become a part of the fabric of our business. Ross is a dedicated professional with an unbelievable skill set. We could write pages about Ross.’

‘Ross Lomax has an attention to detail and is creative. Ross is engaging and is prepared to take the time to educate his client.’

Key clients

Publicis Groupe

Bunengi Group

Huge Group

Mulilo Renewable Energy

Diageo

CFAO Group

Harmony Gold Mining Company

Stanlib Infrastructure Yield Fund

Work highlights

  • Advised Harmony on its $300m acquisition of AngloGold Ashanti’s Mponeng Mine and its mine waste solutions business in South Africa.
  • Advised Bunengi Group ion its acquisition of shares in Cisco Systems, as part of a BEE transaction for Cisco Technology and Services (South Africa).
  • Advised Huge Group on a BEE transaction relating to Huge Connect, involving the subscription for preference shares by Huge Group and the subscription for ordinary shares by Windfall 111 Properties.

Allen & Overy (South Africa) LLP

Allen & Overy (South Africa) LLP is recognised for cross-border transactions involving South Africa-listed companies and BEE structuring. The small Johannesburg team has a solid record in deals involving other African jurisdictions, and is experienced in the TMT, financial services and mining sectors. Lisa Botha leads the group.

Practice head(s):

Lisa Botha

Key clients

Mobile Telephone Networks

FirstRand Investment Holdings

Enaex

Work highlights

  • Advised Ubank and Mobile Telephone Networks (MTN) on the regulatory and corporate aspects of their banking joint venture, which saw the establishment of Mobile Money (MoMo), MTN’s mobile money platform.
  • Advised Enaex on a joint venture transaction with Sasol South Africa, in which Enaex Africa acquired Sasol South Africa’s explosives business and all the issued share of Sasol’s African subsidiaries in Lesotho, Botswana and Namibia.

CMS South Africa

CMS South Africa has made a significant impact on the market since its launch in 2018; the firm became part of the CMS network in 2019. Deepa Vallabh joined in August 2019 from Cliffe Dekker Hofmeyr to bring additional senior-level corporate credibility, notably in cross-border deals, including those involving multiple jurisdictions. Mining, TMT, healthcare, leisure and financial services are amongst the team's primary sectors, along with further growth in private equity deals. Yushanta Rungasammy is another senior M&A practitioner with extensive big-ticket deal experience.

Practice head(s):

Deepa Vallabh; Yushanta Rungasammy

Key clients

Advancement of Black Accountants of Southern Africa

Absa Bank

Andryan Investment

Black Business Council

CA Europe Sar

Calibre Capital Proprietary

Chromaflo Technologies Corporation

Clarins South Africa Proprietary

Clover South Africa Proprietary

Consumer Goods Council Of South Africa

Dartcom

Easy Properties (

Exxaro Coal Resources

Founders Factory Africa

Hamilton’s Bushware

Iningi Investments

Innate Investment Solutions

Eco Motel Group

Kanokanga & Partners Legal Practitioners

Kgalauwane 2

Kilindu Giattas & Partners

Lionshare Venture Holdings

Multichoice Africa Holdings

New Generation Minerals

Phembani Group

Pick n Pay

Pwc – Docomo Digital Payment Services

QB Partners

Qed Actuaries And Consultants

Ralco Technologies

Ralco Investments

Vulatel Group

Work highlights

  • Advised on the disposal of Exxaro’s equity interest in Exxaro Coal Central and it is a Leeuwpan Coal Mine operation.
  • Advised on the disposal by Old Mutual of its shares in various Latin American companies to Lily Bermuda Capital.
  • Advised on a reinvestment by the management shareholders in Clover Industries, in connection with the acquisition by the MilCo consortium of the entire issued share capital of Clover Industries.

Fasken

Fasken has an excellent history in mining transactions and cross-border deals. It is a growing force in financial services and insurance, furthering its position with the hire of insurance expert Deanne Wood in 2020, formerly at The Ombudsman for Short Term Insurance. Financial services specialist Michael Teubes was elevated to head of department in 2020, while David Hoffe and Dimitri Cavvadas are senior M&A professionals. Stimela Mokoena is an emerging name in mining M&A.

Practice head(s):

Michael Teubes 

Other key lawyers:

David Hoffe; Dimitri Cavvadas

Key clients

Globeleq N

Lafarge South Africa Proprietary Limited N

Impala Platinum

Reatile Group

Nedbank  and ABSA Bank

Renergen

UJU Management Services

Arnot OpCo

Lawtons Africa

Lawtons Africa has performed solidly since its spin-off from Hogan Lovells (South Africa) in 2019. The team has maintained prominence in strategic M&A and private equity transactions, with notable experience in life sciences, oil and gas, financial services and TMT. Jeff Buckland and Vaughn Harrison are the senior names in the team.

Practice head(s):

Jeff Buckland

Other key lawyers:

Vaughn Harrison

Key clients

The Inteva Group

Wabtec Corporation

Econet Media Limited and Kwese Media

Eskom SOC

Wonga

Work highlights

  • Advised on the sale of Wonga Worldwide in South Africa and Spain.
  • Advised Wabtec on its successful merger with GE Transportation.
  • Advised the the Inteva Group on the sale of its global automotive roofs systems business to CIE Automotive.

Norton Rose Fulbright

Norton Rose Fulbright has cemented its position in the market, following  changes in the team's leadership in 2019. Stephen Kennedy-Good has impressed the market, following his elevation to department head. The group has continued to be prominent in the mining and resources, renewable energy and financial institutions segments. It is also increasingly active in cross-border deals in sub-Saharan Africa. Transactions by private equity funds and other financial sponsors is another forte for the team. Georg Kahle is a key figure for mining M&A.

Practice head(s):

Stephen Kennedy-Good

Other key lawyers:

Georg Kahle

Key clients

Investec Bank

Absa Bank

Glencore Operations South Africa

Barclays Bank

FirstRand Bank

Exxaro Resources

Mimosa Resources

Thakadu Battery Materials

SBV Services

Land and Agricultural Development Bank of South Africa

Tonnjes C.A.R.D International

Thebe Investment Corporation

African Development Bank

Bank of Industry Nigeria

Development Finance Institute Canada

Stichting Fondsbeheer DGGF MKB

Everest Flexibles

PSP Capital

Barrick Gold Corporation

AIG

Thebe Renewable Energy Holdings

Astron Energy

HSBC

Accenture

Work highlights

  • Acted for Revego Africa Energy Fund Partnership in a matter involving the acquisition of shares in two solar photovoltaic project companies from X-Elio Energy, located in Spain.
  • Advised Absa Bank and EFS Namibia on the sale of the Edcon store card portfolios in South Africa and Namibia to RCS Cards and RCS Investment Holdings Namibia.
  • Advised Exxaro on its ‘Replacement BEE Transaction’, with a market value of approximately R12.6bn.