Manufacturing & Industrial
Matters in this sector include:
- Acting for Consol Proprietary South Africa, a leading glass packaging manufacturer in Southern Africa, in connection with their purchase of the entire issued share capital of Central Glass Industries, a container glass manufacturer in East Africa and a wholly-owned subsidiary of East African Breweries listed on the Nairobi Securities Exchange, including undertaking a legal due diligence of the target, negotiated the sale and purchase agreement and a supply agreement between the two parties, applied for and procured all relevant approvals to the transaction and oversaw the completion of the transaction.
- Acting for a Kenyan company on its acquisition of Menengai Oil Refineries, the largest manufacturer of edible oils, soaps and detergents in Kenya, including conducting due diligence and advising on the LMA governed transaction financing and security package with a syndicate of banks and other lenders, both local and offshore, as well as on the structuring of the transaction to achieve the best tax efficiencies for the client.
- Acting for Solvochem East Africa, a leading international supplier and manufacturer of chemicals and solvents in bulk quantities, in the registration of its trademarks in various African countries, including Kenya, Nigeria, Zambia, Angola, Ghana, Tanzania, Uganda and a regional application under OAPI.
- Advising Nagarjuna Fertilisers & Chemicals, a leading manufacturer and supplier of plant nutrients in India, on the establishment of its operations in Kenya, including organising and registering the company, providing tax counsel and general corporate advice on company activities in Kenya.
- Advising Sanghi, one of the world’s largest cement producers and distributors, on its acquisition of a majority stake in Cemtech, a limestone mining and production concessionaire in Pokot, Kenya, and on the related proposed development of a cement plant, including conducting due diligence, reviewing Kenyan mining laws and regulation, drafting and negotiating all transaction agreements and obtaining approval from the Competition Authority of Kenya.
- Acting for Carbacid, a manufacturing and investment company in Kenya, on the first public hostile takeover attempt on the Nairobi Securities Exchange (NSE), successfully defending Carbacid in an ultimately failed hostile bid by BOC, also an NSE listed company, including advising on directors’ fiduciary duties, analysing the part cash, part share offer and assisting on the protracted interface with the Kenyan Capital Markets Authority and NSE while trading for both the target and bidder was suspended.
- Advising Kenafric, a leading sweets and confectionary manufacturing concern in Kenya, in connection with its USD 16.5 million financing from Standard Chartered Bank (Mauritius) and the attendant full company restructuring accompanying the financing, including devising the new holding company structure in both Mauritius and Kenya, advising on and achieving tax efficiencies, reviewing the lender’s loan documentation, commenting on the same as well as preparing the requisite legal opinion on the borrower.
- Acting for Orbit Chemicals Industries, one of the largest East African contract manufacturers of chemical products, in connection with an investment into Orbit and its related companies by Catalyst OCL Investment, a private equity fund based in Mauritius, including advising on a series of internal and deal related restructurings resulting in the creation of two new Mauritian entities and one new Kenyan entity into which certain productive assets of Orbit, would be transferred and the Catalyst investment channeled through and drafting the relevant documents for structuring the deal such as term loan, convertible loan and share warrants.
- Advising Unilever Kenya, a subsidiary of one of the largest consumer goods manufacturing and distribution groups in the world, on the restructuring of Unilever’s operations in Kenya, Tanzania, Malawi and Zambia, including advising on corporate restructuring, commercial arrangements, real estate and labour law.