IFLR AFRICA AWARDS 2020 – WINNERS ANNOUNCEMENT
ENSafrica recognised across Sub Saharan Africa as top firm in South Africa and Namibia and for their M&A project finance and capital markets work at major awards
Leading firm take five trophies home at the inaugural IFLR Awards for Sub Saharan Africa
M&A Deal of the Year: American Tower Corporation / Eaton Towers
Namibia Firm of the Year: ENSafrica
South African Firm of the Year: ENSafrica
South African Capital Markets Firm of the Year: ENSafrica
South African Project Finance Firm of the Year: ENSafrica
James Wilson, commercial editor, IFLR, said of their M&A Deal of the Year award: “American Tower Corporation’s (ATC) acquisition of Eaton Towers was a huge milestone as the first substantial private equity exit from a Sub-Saharan Africa business structured at US listed governance standards.
The acquisition covered five jurisdictions and Uganda – where the deal would transfer ownership of 1,460 telecommunications towers – was a key market. ENSafrica, led by Donald Nyakairu, advised ATC on the Ugandan acquisition and its regulatory approvals. It was a high value deal, which combined complex telecoms, infrastructure and competition law issues.
A critical aspect was that the acquisition would result in ATC becoming the only tower company in Uganda servicing all mobile network providers. This would give ATC and MTN (Uganda’s biggest mobile network operator, which also holds a 49% stake in ATC), a monopoly over the telecommunications industry.
These factors raised competition concerns before for the Uganda Communications Commission (UCC) and the Common Market for East and Southern Africa (COMESA) Competition Commission. Market dynamics within the telecoms sector had to be carefully analysed to secure regulatory approval. The advisory team also had to navigate a new set of communications regulations passed in the middle of the transaction that threatened to impact the deal. This had to be achieved within a tight schedule and in coordination with the cross-border structuring.
The deal will have a lasting impact on the telecommunications sector and the regulatory treatment of similar companies and transactions.”
James Wilson, continues on their Namibia Firm of the Year award: “ENSafrica Namibia is led by the hugely experienced Hartmut Ruppel, Wolf Wohlers and Charles Visser, with support from prolific senior associate Karin Malherbe.
The firm impressed the award judges with its broad spectrum of expertise, which enables the team to handle legally challenging work across a range of highly regulated sectors. The firm displayed insurance industry expertise in its work for Liberty Life Namibia, working through questions concerning the relationship between a private insurance business and a statutory reinsurer, where new legislation remained untested.
Napotel Pension Fund engaged the team on issues relating to pension funds and the interpretation of regulatory requirements. The firm was active on the private equity side, advising Allegrow Fund on acquisitions of Avbob Namibia and Ecotech, which required advice on private equity funding arrangements. In other work it also showcased deep knowledge of environmental licensing requirements.
In another highlight, a team advised on the Namibian matters relating to the restructuring of Edcon, specifically working on the financial restructuring of Edgars Group. The transaction had heavy cross-border considerations.”
Wilson provides further commentary on their work in South Africa Firm of the Year win: “ENSafrica appeared on eight shortlisted deals in IFLR’s first ever Sub-Saharan Africa Awards and wins this year’s South African Law Firm of the Year award.
The South African offices led on mandates that were shortlisted across the awards categories and across the corporate finance practices. A particular highlight was the firm’s role advising Ninety One and Investec Group on the demerger of its global asset management business and dual-IPO of Ninety One. This was one of the market’s most demanding transactions for years, requiring a highly regulated demerger across several jurisdictions and the creation of a bespoke dual-listed company structure (DLC).
Another highlight was the firm’s various roles on Milco’s acquisition of Clover. The acquisition, which took several years to execute, raised many novel legal questions under public M&A and takeover rules as well as in terms of deal management, consortium structuring and competition law. It is the first time in South Africa that a major company in the industry is based outside the country and housed in a private entity.
A third highlight saw the firm advise Edcon on a critical group-wide restructuring, a deal covering cross-border issues, 14 financial institutions, a development finance institution and over 50 landlords. The firm’s role advising the creditors on the Omnia group’s debt restructuring was also notable.
Other deals that backed ENSafrica’s win were FirstRand Bank’s Tier 1 issuance, the first of its kind by a South African bank in the local market, DBSA’s financing to the Société nationale d'électricité, and Tokio Marine’s acquisition of Hollard. The firm also won significant mandates from lenders including OPIC, FMO, DEG and IDC.”
And on ENSafrica’s success in South African capital markets he says: “ENSafrica led on innovative capital markets transactions across the equity and debt markets that demonstrate its depth and capacity to break new legal ground.
A clear example of this was its work on FirstRand Bank’s Tier 1 issuance, the Basel III-compliant, listed, AT1 regulatory capital note by a South African bank in the local market. The team, led by Clinton van Loggerenberg, was mandated by the bank to help it become the first to issue Tier 1 notes under newly formed regulations. The deal set the market standard for other banks.
Perhaps one of the firm’s most impressive pieces of work was on the equity side, with the demerger of Investec Group’s asset management business and dual listing of Ninety One on the London and Johannesburg stock exchanges. The key innovation was in creating a bespoke dual-listed company structure (DLC) comprising a premium listing on the London Stock Exchange and a secondary inward listing on the Johannesburg Stock Exchange. The advising team was led by Matthew Morrison and Michael Katz.
While these were standout example of innovation in the capital markets, the teams were also pulled in to advise on bespoke and complex matters relating to the Edcon restructuring as well as transactions including Nedbank’s Ndala multi-issuer secured note programme, Sasfin Bank’s securitisation programme, Telkom’s limited bond issues and Tensai Property Services’ Mauritius-listed MTN programme.”
James Wilson concludes on their Project Finance Firm of the Year in South Africa: “ENSafrica’s project finance team, led by Eric le Grange, closed several innovative transactions over the awards period and demonstrated a capacity to work on pioneering projects across sectors and borders.
Using Chinese walls, the firm advised on a pathfinder project for the Democratic Republic of Congo’s (DRC) Société nationale d'électricité (SNEL) to finance the installation and maintenance of pre-paid electricity metering across Kinshasa, Lumumbushi and Matadi. A team led by Lauren Petersen advised the Development Bank of Southern Africa (DBSA) and Ecobank Transnational, while John Ferraz led on the borrower side.
The project, years in the making, was built on English, South African and DRC law documents drafted in French and English. The team chaperoned the project through a shifting regulatory backdrop, found a bankable structure with a mechanism to provide lenders with security, and resolved issues concerning SNEL’s immunity as an organ of the state.
Venetia Govender led the team that advised Investec Bank on the financing for the NCF and Tandii solar energy projects in Namibia, with Namibia Power Corporation as offtaker. The projects were awarded through Namibia's renewable feed in tariff programme and required a complex interplay of Namibian and South Africa law.
In the mining sector, the firm also advised Masa Chrome Company on a novel, product value adjustable, pre-payment project financing between buyer and seller. Lenders including the FMO, DEG, Industrial Development Corporation of South Africa (IDC) and OPIC all engaged the firm on notable projects.”
To see the full announcement for the awards please visit: https://vimeo.com/456553204
To see the full list of shortlisted please visit:
to see the full list of winners please visit:
Full a full explanation of the process and methodology please visit IFLR1000’s: