IFLR AFRICA AWARDS 2020 – WINNERS ANNOUNCEMENT
Bowmans recognised as top national firm in Tanzania and for their M&A work across the continent at major awards
Leading firm take four trophies home at the inaugural IFLR Awards for Sub Saharan Africa
M&A Team of the Year: Bowmans
South African M&A Firm of the Year: Bowmans
Tanzanian Firm of the Year: Bowmans
Domestic Deal of the Year: Commercial Bank of Africa – NIC bank
James Wilson, commercial editor, IFLR, said of their M&A Team of the Year award: “The Bowmans M&A practice proved its capacity for innovative deal structuring on cross-border deals, whether focused on South Africa, its home market and one of the region’s key hubs, or across the other jurisdictions. The team’s ability to leverage an impressive regional network of integrated and relationship firms was a key ingredient.
A good example was its work advising Mauritius-based Convergence Partners (inq.) on its acquisition of Vodacom Business Africa (VBA), with operating companies in Cameroon, Cote d'Ivoire, Nigeria and Zambia, and commercial projects further afield. Led by James Westgate, the team was innovative in the due diligence and share purchase agreement, using a staggered completion to help bring the deal over the line in March 2020, despite regulatory hurdles, untested competition laws and the global health pandemic.
Ezra Davids led another team on a landmark South African transaction, advising PepsiCo on its acquisition of Pioneer Foods. The deal took a novel approach to black economic empowerment (BEE) issues and national interest commitments. It also raised complex legal questions due to both the target and its largest shareholder, Zeder Investments, being listed on the Johannesburg Stock Exchange.
Another highlight saw the firm represent the Commercial Bank of Africa on its merger with NIC Bank, which won the Domestic Deal of the Year award. The deal team was led out of Kenya by Richard Harney.”
James Wilson, continues on their Deal of the Year award: “Commercial Bank of Africa’s (CBA) merger with Nairobi Securities Exchange (NSE)-listed NIC was a highlight transaction of 2019. It tested key provisions under Kenya’s Banking Act in a way that had not been done before and set the precedent in Tanzania for how regulators, including the Central Bank of Tanzania, approach bank mergers.
The merger was executed via a share swap and spanned five African jurisdictions. It resulted in the creation of NCBA Bank, East Africa’s third-largest banking group by assets, and Africa’s largest bank by customer base. The deal was the largest merger between banks in Kenya’s history.
Bowmans, advising CBA out of Kenya, Tanzania, Uganda and South Africa, had to navigate new legal territory under intense regulatory scrutiny. As NCBA Bank is listed on the NSE, the deal had to comply with extensive public disclosure obligations, along with securing approvals from the Capital Markets Authority, Central Bank of Kenya and Competition Authority of Kenya, among others. Many of these challenges were repeated in Uganda and Tanzania.
Post-acquisition, the deal team worked to amalgamate the respective businesses, including commercial banking, investment banking, stockbrokerage and bancassurance businesses operated by the subsidiaries of the merging entities.
It was a unique deal that required innovative legal work, deep local knowledge and accomplished cross-border management.”
Wilson provides further commentary on their M&A work in South Africa: “Bowmans’ M&A practice had a great year, handling many of the market’s most innovative transactions.
The M&A team is led by Ezra Davids, Charles Douglas, Tholinhlanhla Gcabashe and Ashleigh Hale, with John Belle heading up the private equity practice. Under their watch the firm advised PepsiCo on its acquisition of Johannesburg Stock Exchange-listed Pioneer Food Group. This was one of the standout M&A deals of recent years and covered innovative legal ground in terms of black economic empowerment (BEE) issues and some of the public M&A dynamics.
The team worked on a string of complex BEE transactions, including advising SAB and ABInBev on Isanti Glass’ acquisition of Nampak Glass and on the launch of a new broad-based BEE (B-BBEE) transaction (SAB Zenzele Kabili). In a private equity-driven deal, the South African M&A team spread beyond its borders to advise Convergence Partners (inq.) on its acquisition of Vodacom Business Africa (VBA), which spanned four jurisdictions and navigated untested regulatory regimes. Another novel M&A deal, with cross-border issues, was Capitec Bank’s acquisition of Mercantile Bank.
The firm’s M&A work spread across South Africa’s economic sectors, with transactions in telecoms, financial services, banking, natural resources and other areas.”
James Wilson concludes on Bowmans’ success in Tanzania: “Bowmans Tanzania started 2019 with two lateral hires at a senior level and has continued to secure its foothold as a go-to firm under the experienced leadership of Wilbert Kapinga and Chris Green.
The IFLR awards recognised and shortlisted two of the firm’s transactions, where in both cases the team worked on materially innovative legal aspects.
Led by Kapinga, the firm acted as Tanzanian counsel to Commercial Bank of Africa in relation to its merger with NIC Bank, which involved the merger of two Tanzanian banks to create NCBA Bank Tanzania. This was a first-of-its-kind transaction in Tanzania and set the trend for how bank mergers are handled by the market as well as by the regulators, including the Central Bank of Tanzania (Bank of Tanzania (BoT)). This heavily scrutinised process required close engagement with the BoT to find the most efficient way of merging and to establish a new bank merger route in the market.
Another highlight of innovation saw the firm, led by Green, advise AfriSam on its restructuring. The deal required a huge legal effort to convert senior, mezzanine and PIK debt into equity, rationalise the group through the disposal and capitalisation of various intra-group loans into equity, and refinance existing debt. AfriSam’s majority stake in Tanzanian-listed Tanga Cement gave rise to some first-of-their-kind issues that the Bowmans team had to resolve.”
To see the full announcement for the awards please visit: https://vimeo.com/456553204
To see the full list of shortlisted please visit:
https://www.iflr.com/article/b1n0pjt4ms56x3/iflr-sub-saharan-africa-awards-2020-shortlist-revealed
to see the full list of winners please visit:
https://www.iflr.com/article/b1nb1q4vg4j0pf/iflr-sub-saharan-africa-awards-2020-winners-announced
Full a full explanation of the process and methodology please visit IFLR1000’s:
https://www.iflr.com/article/b1m3x358xzv4b3/iflr-sub-saharan-africa-awards-2020-open-for-entries