Spencer Baylin – GC Powerlist
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Private Practice Powerlist: Africa Specialists

Private Practice

Spencer Baylin

Partner and head of emerging markets private equity practice | Clifford Chance

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Private Practice Powerlist: Africa Specialists

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Spencer Baylin

Partner and head of emerging markets private equity practice | Clifford Chance

About

Number of years practice: 25

Principal practice areas: Private equity and
corporate M&A

Languages spoken: English

What is the geographical focus of your practice in Africa?

Pan-African.

Please describe the most important matters you have worked on in the African market in the last two years, including your role and the significance of the matter (if any) to the development of business and law.

I have worked on various significant matters across Africa which have contributed to the development of private equity and infrastructure investment in the countries involved.

Highlighted deals in which I acted as lead partner include advising Actis on the creation of a North Africa education platform (Honoris), including an investment in Université Centrale Group in Tunisia and Mundiapolis in Morocco. I also advised Actis on the auction sale of Emerging Markets Payments, the leading Africa and Middle East payments business, to Network International. We advised Actis at every stage of its EMP platform strategy. From its first Egyptian investment, to its subsequent Jordanian and South African bolt-ons. This exit represented the last step in the journey. The transaction involved a multi-stage auction process – which are uncommon in Africa – with a significant number of strategic and private equity bidders.

I also advised Lekela Power in relation to the investment in the Taiba N’Diaye wind farm project in Senegal, the largest industrial-scale wind power project in Senegal and currently the largest wind farm planned in West Africa.

Advised Actis on its acquisition of a 40% stake in the Medis Group, a pharmaceuticals manufacturer and marketer based in Tunisia and Algeria, as well as on the IPO of Edita Food Industries on the Egyptian Stock Exchange and GDR listing on the London
Stock Exchange, having previously also acted for them on their investment in Edita.

What differentiates your practice from that of other private practice lawyers?

As head of the emerging markets private equity practice, the team and I have worked tirelessly over the years to establish our practice as a clear market leader and the “go-to” for the most complex private equity transactions in Africa, the Middle East and other emerging markets. The African private equity work is a vital part of the global practice and our sole aim is to combine and deliver Clifford Chance’s market leading private equity and Africa practices together in one product to clients.

Our success in this is widely acknowledged by the market, but never taken for granted – it is an ever-continuing and evolving aim. But it is this relentless drive and commitment that has enabled Clifford Chance to win high profile industry awards for seven consecutive years.

Our practice covers the full spectrum of private equity and venture capital transactions including providing advice across the full life of the fund, through fundraising, regulatory issues and asset management, equity investments, shareholder agreements, credit fund investment and capital market’s work, including IPO exits and public market-investments.

Our private equity and M&A practice has been involved in over 55 transactions in Africa in 2018 alone, and despite the challenging investment climate in Africa over the last few years, we have been able to execute difficult cross-border transactions and leverage a deep understanding of local markets to help our clients successfully execute deals in the region.

We are active in all sectors and have advised on a range of transactions across the African continent, this wide industry sector focus and experience ensures that the practice is adept to dealing with unique challenges and developing bespoke solutions to address sector specific issues.

Another clear differentiator is our investment in Africa and its legal community and our commitment to promote legal excellence, including our annual Africa Counsel Retreat and our quarterly Africa Academy programme.

Why has Africa been a particularly strong focus for you?

The potential for growth in Africa cannot be over-emphasised and as a private equity specialist, it is hard not to see the role that private equity can play towards Africa’s exciting growth journey.

We have been involved in helping to shape the private equity landscape in Africa since the first buy-outs in the 1980s and we continue to expertly guide our clients who invest and operate in the continent. Whilst the appetite to invest in Africa is vast, many investors are cautious about the risk profile in certain geographies and sectors, and our unrivalled expertise and experience in executing deals in Africa affords investors the comfort to invest across the continent, even as first-time investors.

On a more personal level, the complexities and challenges of the African private equity market, together with the strong sense of community that exists amongst African private equity investors, working towards a common goal of generating returns and at the same time furthering the African growth story, is extremely compelling and motivating.

What changes have you seen in the appetite for Africa-based ventures and investments over the last five years?

For the past decade, Africa has emerged as one of the world’s most promising growth markets for private equity investment and despite the challenging market environment over the last two years, heightened by the fall in oil prices, currency volatility and political uncertainty, Africa remains one of the world’s great growth opportunities for private equity investment.

Undoubtedly, the difficult geopolitical and economic climate has slowed down investment, however there is still huge appetite for and interest in Africa-based ventures and investments. This is particularly
the case from investors with the experience and local understanding to adopt alternative investment strategies in overcoming political
and macroeconomic challenges.

What megatrends do you think will shape the African market over the coming five years? How (if at all) will these trends affect your practice?

We have seen an increase in multi-jurisdictional transactions as investors seek growth in smaller markets through regional hubs and the ability to spread currency risk, as well as platform transactions as a means of building scale, extracting synergies and defraying currency risk.

Further trends include carve-out transactions, as strategic investors dispose of non-core parts of their Africa portfolio, deferred or contingent purchase price mechanisms, to help bridge valuation gaps and promote alignment at an earlier stage than exit, sector specific funds, as LPs look to take advantage of both local and sector expertise and long term capital vehicles, in order to enable the private equity model to benefit those sectors with a longer time-horizon.

Many of these private equity structures are breaking new ground, which makes it an exciting time to be part of Africa’s continuing growth story.


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