Uganda

Agriculture remains a strategic opportunity for spearheading the government's development objectives. Uganda is abundantly endowed with natural resources, including oil, gas and mineral resources and a natural habitat for diverse wildlife that could support the tourist industry.

Experience

Cliffe Dekker Hofmeyr (Kenya) represented Creadev International S.A.S, a French private equity firm based in France, and Acumen Resilient Agriculture Fund LP (ARAF), a VC fund designed to enhance the livelihood and climate resilience of people in Africa, in their investment into Victory Farms, East Africa's fastest growing aquaculture venture. Creadev led the US$ 35 million dollar Series B raise and was joined by ARAF, DOB Equity, Endeavour Catalyst Fund and Hesabu Capital. Our role involved conducting legal due diligence on the target and its subsidiaries in Kenya and Rwanda, assisting in reviewing and negotiating the share subscription agreement for purposes of recommending representations, warranties and conditions, assisting in reviewing and negotiating the disclosure letter and assisting in pre-closing actions.
The East Africa fish supply deficit is estimated to be 1 million metric tons per annum. Aquaculture supplies only meet 3% of this deficit. This transaction was important as it will enable Victory Farms to expand its operations in Kenya, Rwanda, Ethiopia, Uganda and Tanzania, so as to provide a solution to East Africa's nutritional security challenge. Our role required a delicate balance in conducting thorough due diligence on Victory Farms for the investors' interests, whilst also providing workable solutions to challenges encountered, so as to enable the transaction to close.

Cliffe Dekker Hofmeyr (Kenya) represented AlphaJiri Investment Fund, the leading Mauritius based investment fund which provides debt, mezzanine and equity finance to fuel growth of impact ventures in the sustainable food and renewable energy sectors, through its subsidiary in Kenya Alpha Mundi Investment Fund. Our Kenya-based corporate/M&A team advised this client on three transactions over the space of two months. We undertook a high-level due diligence in respect of subsidiaries in Rwanda, Uganda and Kenya, and drafted and negotiated a US$ multi-million simple agreement for future equity (SAFE) investment in Ampersand, a leading US-based integrated electric motorcycle and transport energy solution provider in Africa; undertook a high-level due diligence and negotiated a debenture, promissory note and guarantee in respect of a US$ multi-million investments into Ilara Health, a network of small healthcare providing lifesaving and essential diagnostic tools to improve the quality of medical care in Sub-Saharan Africa; and undertook a high-level due diligence and drafted a convertible loan agreement in respect of Amped, a company delivering world-class appliances to off-grid customers in Sub-Saharan Africa. The transactions involved working across multiple jurisdictions and coordinating the due diligences while starting to negotiate the transaction documentation so as to complete the transaction before the end of the client's financial year. With Ampersand, our previous experience with SAFE documentation allowed us to skilfully navigate the documentation and understand the rights that our clients should obtain, at par with previous rounds of investment. With Ilara, the timing of the registration of the debenture, post signing proved to be the challenge. With Amped, the terms of the convertible loan agreement were the sticking point. Another challenge was managing the various teams dealing with each transaction individually. Here we demonstrate our ability to provide creative and comprehensive legal advice, across multiple jurisdictions, coordinating our teams to enable multiple transactions to be carried out at the same time.

From vision to fruition.

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