IFLR 1000
The Guide to the World's Leading Financial Law Firms

Market consensus is that banking has been slightly reticent to return to high levels of activity, with banks continuing to be wary of lending.

"There has been a definite slowdown in lending; credit isn't freely available [and] there have been a lot of collapsed transactions and all this despite interest rates being good. It's been a strange year," says a partner.

Commentators also note that the effects of the global crisis are still lingering. "We have done well in having a well-run economy and [good] controls, as well as keeping the banks well capitalised, but we still see an effect," says a partner. On the flip side, says another, there has been "a good flow of deals from development funds, which come under political pressure to pick up the slack".

Another source of activity has been the growing presence of Bric (Brazil, Russia, India & China) country banking institutions following South Africa's accession to the Bric membership in 2010. "We are seeing a lot of interest from China. The China Construction Bank, the Bank of China, the ICBC and the CAD-Fund [China-Africa Development Fund of the China Development Bank] all have a presence here in South Africa to keep an eye on their investments," says on lawyer.

Elsewhere, the new Companies Act will have a seismic effect on banking, with a number of different rules and regulations coming into force. The big change that most partners are positive about is the development of a new business rescue structure, something many firms felt was lacking. According to one lawyer: "The new act contains some important business rescue provisions, we have always had a problem with companies in distress and now this can change"..

Things are also appearing sunnier on the projects side. "Project finance work has very much picked up," says a partner, "it's a lot of triple-P work [public-private partnership] related to infrastructure."

It seems infrastructure is one of two big drivers in this area not only currently but also into the future, with finance lawyers all referring to it. "There is a massive investment in infrastructure going on at the moment. The country has reached the point where it has to invest in these things," explains a partner.

The other driver, very much a worldwide trend, is energy and, in particular, renewable energy, where firms note that they are receiving a growing number of queries.

Another developing trend is also that projects lawyers are not sticking to their own jurisdictions but utilising 'best friends' networks throughout Africa to get involved in developments abroad. "We worked on the project side of a toll road in Zambia and also are working on a hydropower project in Botswana," says one partner.

Lastly and on more of a general note, one partner had a remark to make about the changing atmosphere in the South African legal services market. "There is also a strange phenomenon in the legal services market, in that there is widespread competitive bidding for jobs. It is not pleasant, as I feel it has commoditised a large part of what we do [and] cost becomes a big factor," the partner says. This could be a sign of increased competition as firms merge and South Africa's market becomes busier, but it is certainly something to watch for over the coming years.

Bowman Gilfillan has continued its strategy of growth this year, building on the recruitment of Lionel Shawe to become more visible in the market. Peers also remark that the firm could be looking to move tiers very soon.

"Most of the rankings are for me correct. I would however question Bowman Gilfillan's position, as they could be higher than tier three. They definitely have some ability," says one, while a partner agrees: "Bowman Gilfillan has a good established banking team. They should be tier two."

Bowman did increase its headcount this year, expanding its capabilities with a number of partner hires. These include Khurshid Fazel from ENS, Lisa Botha from Dewey & LeBouef, Deon de Clerk from private practice and Anthony Colegrave and Casper van Heerden from Deneys Reitz (Norton Rose).

In terms of banking deals the firm was engaged on a clutch of sizeable mandates for the Rand Merchant Bank and Nedbank. On one the team advised Rand, Nedbank and Old Mutual Specialised Finance as lenders, as well as Virgin Active South Africa as borrower, on a restructuring of a licensing arrangement and a $313 million refinancing of outstanding debt held by Virgin Active with new senior and mezzanine loan facilities.

Lionel Shawe led the team advising Standard Finance (Isle of Man) and Stanbic Bank Ghana on a set of $138 million secured revolving credit facilities to Gold Fields Ghana and Abosse Gold Fields. In 2011 the team also advised a syndicate including South African and Botswana banks on the $175 million financing of a coal mine expansion project at Morupule, the first large scale investment of this type in Botswana.

Cliffe Dekker possesses an impressively varied finance practice, acting on all manner of mandates from projects to acquisition finance. It is also a firm that is gearing up to make an assault on the higher tiers according to competitors.

"Cliffe Dekker's ranking is appropriate for now. They are looking to ramp up their practice at the moment though," observes one partner.

The team also appointed a partner this year, with Ludwig Smith joining from TWB and becoming the practice head for finance and banking. This is in addition to an internal promotion of Nathisha Maharaj, who made partner in 2010. Smith was active in 2011, advising Old Mutual Investment Group South Africa on the establishment and operation of a fund for investments of $1.1 billion in affordable housing projects in South Africa.

Joz Coetzer has has been active, and advised Absa Capital on a $1.6 billion export credit facility to Telkom, a large telecommunications company in South Africa, in order to purchase mobile equipment.

Coetzer also worked as part of the team to advise HSBC in relation to the financing in December 2010 of a purchase of several hundred buses to be used in the Rea Vaya Johannesburg Rapid Bus Transit System.

In another highlight, Deon Wilken represented platinum metals company Lonmin, in $412 million financing for a BEE (Black Economic Empowerment) transaction with Shanduka Resources.

"ENS has got some quality practitioners at a good level, very experienced and so on. They are the competition," comments one peer. "ENS is correctly up there in tier one," confirms another.

Client feedback is consistently good and one financing client lavished particular praise on partner Johan Loubser: "Johan is absolutely outstanding. Technically he is on top of his game. We've used other lawyers in South Africa but he is the best," says one, adding: "We see Johan more as a business partner than our attorney".

Although there is some crossover with the teams they do have separate leaders, with Sean Lederman and Roger Rudolph the joint heads of the banking and finance department and Eric Le Grange heading up the project finance team. Both have also added to their headcount this year, with Deborah Carmichael being hired as a banking and finance partner in June 2010 and Andrew van Niekerk joining as a partner in the project finance team a month later.

Lederman led on one of the highlight deals for the team this year, advising Standard Bank on the $850 million financing for pharmaceutical company Aspen's acquisition of Sigma Pharmaceuticals, as well as arranging a working capital facility for Aspen Pharmacare Holdings in February 2011.

Another interesting deal saw partner Diana Messerschmidt acting for FirstRand Empowerment Trust on the $362.6 million refinancing of a Black Economic Empowerment (BEE) transaction. With new BEE coming to something of a low ebb, this refinancing is relatively unique in the market, and completed in May 2010.

Glyn Marais in association with SNR Denton has a solid banking practice with a triumvirate of highly recommendable practitioners: Richard Glyn, Francois Marais and Willem de Villiers. It is this core group that has been most active this year.

The team has been primarily working on restructuring deals, with Absa Bank being a regular client. On one representative deal de Villiers led a team to advise the bank with regards to a restructuring of debt facilities worth $207 million following a series of defaults by debtors related to a listed property fund. This work completed in December 2010.

One the projects side, Glyn Marais was busy with a lot of gaming work, including advising on project finance facilities of $12 million for the construction and operation of a new casino by a listed gaming company in South Africa.

Deneys Reitz' merger with Norton Rose, which is globally strong in finance, should arguably boost the firm's practice strength. Both peer and client feedback is supportive of its rank, despite the team having been changed around somewhat. One partner comments: "I am amazed to see Deneys Reitz [Norton Rose] still in tier one after the whole team left, it was a big impact," though theirs seemed to be a sole dissenting voice.

"Deneys Reitz is very good, we worked with them on a couple of projects," says another peer, while another partner singles out a leading project finance lawyer for praise: "Gavin Noeth at Deneys Reitz is very knowledgeable, diligent and very approachable. He is constructive and is popular to work with due to his attitude."

Another practitioner who receives commendations is Mark Kyle: "Having dealt with law firms before, who are usually very passive with their advice, it was warming to find Kyle. He has that rare gift of keeping quiet while people horsetrade and when they reach an impasse he comes in. His memory of deals and arrangements, his pick-up, is phenomenal," says a client. "Their depth of knowledge was excellent, absolutely," says another.

Riza Moosa heads up the department, and in 2011 he was leading on one of the highlight deals for the team advising the Airports Company South Africa (ACSA) on a $2.1 billion credit facility extended by Agence Francaise de Developpement to enlarge and upgrade the its airports.

In mid-2011 Steve Gamble was advising Transnet, a large rail, pipeline and port company, on a $1 billion cross border financing transaction from the African Development Bank (ADB) and a group of other international banks.

Norton Rose also further added to its banking and finance capability, hiring partners Cynthia Venter and Milton Osborne, who joins from Allen & Overy.

Webber Wentzel has historically possessed a strong finance capability and this has continued into this year. The team is headed up by leading lawyers Johan de Lange and Brigette Baillie, with the latter assuming much of the responsibility for the projects team.

In banking, the firm is traditionally strong on the borrower side, though the deal flow over the past 12 months shows significant activity on both sides of the table, bumping the firm up to top tier status this year.

On a varied deal list a standout transaction involved a team helmed by de Lange, as Webber Wentzel teamed up with Allen & Overy to advise mandated lead arrangers Barclays Capital, alongside others, on a sizeable syndicated facility extended to AngloGold Ashanti. This completed during the course of 2010 for a figure of around $1 billion.

The same company was involved in a similar transaction too, as AngloGold Ashanti secured a revolving credit facility from Webber’s client Rand Merchant Bank. Johan de Lange once more was active here, with this deal being worth $186 million.

When looking specifically at the projects side, the firm has a good reputation for Public-Private Partnerships (PPP) in particular, a fast-developing area in South Africa. Leading lawyer Brigette Baillie brings much of this expertise, but possesses a deep team around her, and market feedback indicates that Webber Wentzel should retain top tier billing into next year.

A good representative deal was led on by Baillie, assisted by Karel Potgieter and Fola Denloye, as the team advised Old Mutual Investment Group South Africa, Sanlam, Nedbank and a clutch of individual investors with regard to the financing for the BeitBrdige Border Post, a concession in Zimbabwe. Working opposite the Standard Bank of South Africa, this export credit agency financing was slated to complete in May 2011 for a figure of $90 million.

In recruitment terms it has been a steady year overall for the teams, though the firm did lose partner Junaid Banhoobhai, who took up a position at Bowman Gilfillan, a move that doesn’t appear to have impacted on the firm’s work too much.

Werksmans moved up in finance last year and maintains its position, with market feedback indicating that it more than merits its ranking.

The only criticism is from some commentators arguing that the firm does not possess the headcount for large, sustained deals. "Werksmans is very good but small. They can only have one or two people on at once," says a peer.

The team is led by Wildu du Plessis along with Richard Roothman. (Following publication, Du Plessis left the firm in November 2011.)

A standout deal in 2011 saw Roothman advise Aspen Pharmacare Holdings and Aspen Global on $865 million of acquisition finance for Aspen Global's purchase of shares and assets of Australian company Sigma Pharmaceuticals.

Another interesting deal entailed some restructuring work, advising Quickbird Air on $138 million of restructuring of finance provided by Investec.

The firm's highlight projects deal featured Roothman and senior associate and new hire Shaun Browne, who advised Rand Merchant Bank and Absa Capital on a $140 million project financing for the production and maintenance of a broadband internet fibre network for the City of Johannesburg Metropolitan Municipality. Other parties involved include CitiConnect and Ericsson.