Given the M&A Practice Group's experience and expertise we are able
to deal with all aspects of mergers and acquisitions. The M&A Practice
Group's work involves the representation of participants in merger and
acquisition transactions in virtually all capacities - purchasers, sellers,
financiers, financial advisers, directors and shareholders.
The services provided by the M&A Practice Group involve "friendly'" and
contested transactions, public acquisitions, private equity transactions,
joint ventures, unbundlings and other acquisitions and divestitures.
Mergers and acquisitions in South Africa generally involve one of
the following transactions:
- The most common way to obtain control of a company in a recommended
offer is through a scheme of arrangement.
- Where an offer is not recommended, a takeover offer may also be
used to obtain control in a company.
- Control of a company may also be obtained by the bidder, or a vehicle
set up for that purpose, purchasing the assets of the target
company (sale of business). This type of transaction would normally
have
to be approved by a simple majority of the target company's shareholders
in a general meeting.
The M&A Practice Group provides strategic merger and acquisition
advice in a wide variety of sectors.
In most transactions we will project manage the entire transaction
which includes conducting a legal due diligence investigation, negotiating
on behalf of the client, providing strategic advice to directors, drafting
the relevant takeover documentation and assisting the client with the
implementation of the transaction from a legal point of view. However,
our involvement in a transaction will depend on the specific needs
of the client and the nature and size of the transaction.
We also advise on all aspects of the rules and listings requirements
of the JSE Securities Exchange South Africa and the South African Securities
Regulation Code and the rules of the Securities Regulation Panel. We
also represent clients before the Securities Regulation Panel.
The M&A Practice Group is also able to provide advice on issues
such as South African insider trading legislation and assist with all
pre-bid aspects of the transaction including the drafting of announcements
and the drafting of offer letters.
Joint ventures are often used to exploit potential synergies between
parties. The M&A Practice Group has been involved in the formation
and structuring of various joint venture arrangements to ensure harmonious
operation of businesses to attain economic benefits for the joint venture
partners.
The M&A Practice Group has also been involved and regularly advise
on the acquisition and divestiture of state owned entities and can
provide considerable assistance in such acquisitions and divestitures. |
