OUR CLIENTS

Bowman Gilfillan Inc. has been involved in merger and acquisition work in numerous industries, for example, banking, logistics, financial services, airlines, telecommunications, information technology, pharmaceutical and mining. Due to the quality and nature of the skills of the attorneys who specialise in this practice area, we are able to advise on transactions in all industries. We act for a number of the leading domestic and international financial institutions, investment banks, corporates, government and non-government organisations.

INTERNATIONAL EXPERIENCE

Bowman Gilfillan Inc. has a broad national and international client base. We advise on cross border transactions regarding the South African and African leg of a transaction. In addition to our Johannesburg, Midrand and Cape Town offices we also have an office in London where we are able to advise clients in that jurisdiction.

As a member of Lex Mundi, the world's leading association of independent law firms, Bowman Gilfillan is closely associated with more than 150 international member firms. In addition, we have a close working relationship with a number of large New York and London law firms. We are therefore in a position to put our clients in touch with reputable law firms in almost any country in the world should this be required.

OTHER PRACTICE AREAS

During most mergers and acquisitions, issues arise which require advice from lawyers in other practice areas of the firm. These include competition (anti-trust) law, tax, intellectual property, environmental law and employment law. As a result, we are able to provide an integrated and effective service regarding every legal aspect of a transaction.

The M&A Practice Group has also built up considerable expertise in conducting and managing large due diligence investigations with specific emphasis on the impact of the merger or acquisition on the target company and its business. We are able to involve a large number of lawyers from the different practice areas in the firm in a due diligence to provide quick and effective reporting on the impact of the transaction in every aspect of the business of the target company.

The following is a list of some of the wide variety of merger and acquisition transactions that we have been involved in:

UNCONTESTED M & A TRANSACTIONS

• advising African Rainbow Minerals & Exploration Investments (Proprietary) Limited in respect of its acquisition of a significant shareholding in Anglovaal Limited (awarded deal of the year by Dealmakers in 2003);
• advising Northam Platinum Limited and Mvelaphanda Resources Limited in a black economic empowerment transaction with Khumama Platinum (Proprietary) Limited;
• advising Nampak Limited on its acquisition of Malbak Limited;
• advising Barloworld Limited on its acquisition of all the shares in Avis Southern Africa Limited;
• advising South African Airways (Proprietary) Limited on its acquisition of all the shares in Air Chefs (Proprietary) Limited;
• advising MCI (previously known as WorldCom Inc.) on the acquisition of all the shares held in UUNET (SA) (Proprietary) Limited;
• advising African Rainbow Minerals Gold Limited on its merger with Harmony Gold Mining Company Limited;
• advising Barloworld Limited in the disposal of its significant interest in Comparex;

CONTESTED M & A TRANSACTIONS

• advising The Sage Group plc on its acquisition of the business of Softline Limited;
• advising Standard Bank Group Limited on its successful defence against a hostile takeover by Nedbank Limited;
• advising Idion Technology Holdings Limited on its successful defence against a hostile takeover by Datamirror Inc.;
• advising Reunert Limited in its successful defence against a hostile takeover bid by a consortium led by Brait;

• advising SBC Communications in its acquisition of an interest in Telkom Limited;
• advising Transnet Limited and the Department of Public Enterprises in the restructuring process relating to Spoornet (its rail division);
• advising American Airlines in its aborted bid to acquire an interest in South African Airways;
• advising Amsterdam Airport Schiphol in its bid to acquire an interest in the Airports Company of South Africa;

• advising Acerinox S.A. on its acquisition of the majority of the shares in a company which acquired Columbus Joint Venture;
• advising ARM Mining Consortium Limited (part of the African Rainbow Minerals Group) in its joint venture with Rustenburg Platinum Mines Limited in the development of a major platinum mining project;
• advising in the Driefontein joint venture arrangements between Anglo American Corporation and Gold Fields Limited ;
• advising General Motors Corporation in its shareholder arrangements in Delta Motor Corporation;

• advising Hewlett-Packard on the South African aspects of its merger with Compaq Computer;
• advising IBM on the South African aspects of its world wide acquisition of PriceWaterhouseCoopers Consulting.