Botswana

Landlocked Botswana is located at the centre of Southern Africa, a strategically positioned bridge between South Africa, Namibia, Angola, Zambia, and Zimbabwe. It has a relatively small population of a little more than 2 million people. One of the world’s poorest countries at independence in 1966, afterwards it rapidly became one of the world’s development success stories.

Experience

  • Cliffe Dekker Hofmeyr is representing Bud Group, the South Africa-based holding company of a large and diverse industrial services and minerals beneficiation group of companies, grown out of the private equity portfolio of Investec Bank; and its holding company, IEP Group.  Our South Africa-based corporate/M&A team, together with our tax team, is advising Bud and IEP on transactions with the shareholders of Bud and IEP.  The major shareholders of IEP, which will exit their shareholding through these transactions, include Investec (LSE-/JSE-listed), Steinhoff International (Frankfurt Stock Exchange-/JSE-listed) and the Entrepreneurship Development Trust.  The interlinked transactions will restructure Bud Group and the shareholdings of Bud and IEP by transferring assets of Bud into a newly-established structure to facilitate their disposal, with the proceeds to be applied to repurchase shares from the exiting shareholders of IEP; by proposing a scheme of arrangement to the shareholders of Bud whereby they will be merged into the shareholding of IEP; and through the investment into the Group of the remaining (non-exiting shareholders) and management through, among others, a series of rights issues.  The highly-complex and interlinked transactions required our team to provide legal advice under a number of disciplines, including principally corporate and commercial (M&A), corporate finance, tax, regulatory and banking & finance.  We advised on the transaction structuring, the negotiation of the various transactions with disparate stakeholders (including management and ex-management of the group and shareholders from the various portfolio companies) and the drafting of the various agreements and the scheme of arrangement to give effect to the transactions. 
  • CDH was the legal advisor on the Kudu Gas Field Development Project advising on the dilution of interest by the NOC as well as the Project Development Agreement, the subsea EPIC Agreement and FPS Agreement as well as the Gas Sales and Transportation Agreements. The project scope entailed a Floating Production System (FPS) with gas processing facilities. The facilities comprised of subsea in-field flowlines with piggy-backed DEH system, dynamics risers, XTs, subsea controls, umbilical's, isolation valve skid, as well as the onshore reception facilities, including an isolation valve and temporary pigging capability and cross-border export pipelines. 
  • Advised on procurement processes for drilling (turnkey) services, trees and controls, offshore survey and logistic services. 
  • Advised AIM listed IOC on coal bed methane gas exploration licenses in Botswana.
  • Represented Soihl Hong Kong Holdings Limited subsidiary of China Petroleum & Chemical Corporation (Sinopec), the global oil giant. Our team is advised this client in its acquisition of 75 per cent of Chevron's downstream oil assets in South Africa and Botswana. We also advised on the establishment of a head office presence in South Africa for Sinopec, to serve as a base for its African business. Our work on this complex mandate required extensive engagement with the South African Minister of Economic Development and other regulatory authorities. The transaction followed a competitive public bidding process and was complicated by competing bidders; pre-emptive rights; and specific distribution arrangements.
  • Represented Abraaj, a global investor focused on emerging markets with circa US$13.6 billion in assets under management. Our corporate/M&A team is advising this client in respect of its acquisition of Waco International, an equipment rental and industrial services business with operations in Africa, including South Africa, Tanzania, Democratic Republic of Congo, Lesotho, Kenya, Ghana, Namibia, Botswana, Mozambique, Zambia and Swaziland; Australasia, including Australia and New Zealand; and the UK. The sellers were Ethos Private Equity, Investec Asset Management, Liberty Group, Mezzanine Partners, RMB Ventures, Standard Bank and Management. 
  • Represented Metier Capital Growth Fund II (Metier), one of South Africa's largest private equity funds. Our corporate/M&A team advised this client in the acquisition, through Retailability, of Edcon’s Legit business which has 215 stores across South Africa, Lesotho, Swaziland, Namibia, Botswana and Zambia.
  • Assisted with reviewing and standardising constitution documents for Parmalat Africa subsidiaries (Botswana, Zambia, Mauritius and Mozambique).
  • Advised Retailability Proprietary Limited on the acquisition of the business conducted under the "Legit" brand out of approximately 216 physical retail stores. (South Africa, Lesotho, Swaziland, Namibia, Botswana and Zambia).
  • Advised on the sale by Sun International of controlling interests in its assets in various African jurisdictions to Minor Hotel Group and of associated hotel management agreements (Zambia, Namibia, Swaziland, Lesotho and Botswana).
  • Advised on the sale by Sun International of remaining interests in its assets in various African jurisdictions to Minor Hotel Group and of associated casino management agreements (Zambia, Namibia, Swaziland, Lesotho and Botswana).
  • Advised the Keller Group (a major British based ground engineering company listed on the London Stock Exchange) in its R500 million acquisition of the geotechnical contracting business owned and operated by Esorfranki Construction in South Africa, Botswana, the DRC, Ghana, Lesotho, Mauritius, Mozambique, Namibia, Seychelles and Swaziland.  Following the closing of the sale transaction, CDH advised on and implemented a BEE share scheme for the new operating company, Franki Geotechnical.
  • Advised on the FedEx Corporation acquisition of the courier service business operated by Supaswift, a courier company associated with the JSE listed Bidvest Group, across seven Southern African countries including the establishment of purchasing entities in each country (South Africa, Namibia, Botswana, Zambia, Mozambique, Malawi and Swaziland).
  • Acted for Total regarding the application of several HR and employee policies in South Africa, Swaziland, Namibia, Botswana and Lesotho.
  • Advised MacMillan on 'localising' their HR policies and employment contracts in Botswana and Namibia.

Helping you from vision to fruition.