RESTRUCTURING BOWMANS 2 Restructuring Contents 04 Our Firm 05 Our Footprint in Africa 06 Our Restructuring Practice 07 Our Specialist Services 07 Our Signature Matters 11 Key Contacts 3 BOWMANS Our Firm We help our clients overcome legal complexity and unlock opportunity in Africa. ur track record of providing specialist Our expertise is frequently recognised by Olegal services in the fields of corporate independent research organisations. Most law, banking and finance law and dispute recently, at the inaugural IFLR1000 Awards resolution, spans over a century. for Sub-Saharan Africa (2020), we received 10 awards across four jurisdictions confirming With eight offices in seven African countries our leadership when it comes to advising on and over 400 specialist lawyers, we draw on multijurisdictional mergers and acquisitions in our unique knowledge of the business and Africa. At the African Legal Awards (2020), socio-political environment to advise clients we won awards in three categories and were on a wide range of legal issues. highly commended in a further four categories including African Law Firm of the Year – Large Everywhere we work, we offer clients a Practice. We received awards in three out of service that uniquely blends expertise in the four categories at the DealMakers East Africa law, knowledge of the local market, and an Awards (2019): top legal adviser in the M&A understanding of their businesses. Our aim Category for both deal flow and deal value is to assist them to achieve their objectives and advised on the Deal of the Year. In the as smoothly and efficiently as possible while DealMakers South Africa Awards (2019), we minimising the legal and regulatory risks. were placed third for deal value in the M&A Category and advised on both the Deal of the Our clients include corporates, multinationals Year and the BEE Deal of the Year. and state-owned enterprises across a range of industry sectors as well as financial institutions and governments. 4 Restructuring Our Footprint in Africa e are present in six countries in WAfrica: Kenya (Nairobi), Mauritius (Moka), South Africa (Cape Town, Durban, Johannesburg), Tanzania (Dar es Salaam), Uganda (Kampala) and Zambia (Lusaka). We work closely with our alliance firms in Ethiopia (Aman Assefa & Associates Law Office) and Nigeria (Udo Udoma & Belo- Osagie). These are two of the leading corporate and commercial law firms in their jurisdictions. We have developed a best friend relationship with one of Mozambique’s strongest law firms (Taciana Peão Lopes & Advogados Associados) and regularly work with leading law firms in other countries such as Angola, Botswana, Ghana, Ivory Coast, Namibia, Rwanda, South Sudan and Zimbabwe. We have a comprehensive database of all the law firms we work with in the rest of Africa covering such countries as Algeria, Egypt, Morocco and French-speaking West Africa. We are representatives of Lex Mundi, a global association with more than 160 independent law firms in all the major centres across the globe. Lex Mundi gives us the ability to connect our clients with the best law firms in each of the countries Bowmans offices represented. Alliance firms Best friends Significant transaction or advisory experience 5 BOWMANS Our Restructuring Practice Restructuring is broader than formal bankruptcy • experience of advising on many of the or liquidation processes. It includes covenant continent’s ground-breaking corporate re-setting, ‘amend and extend’ discussions, transactions as well as significant corporate forbearances or waivers of default, consensual reorganisations; solutions such as refinancing, sale of non-core assets, cash injections and restructuring of the • well-respected dispute resolution expertise business or equity, as well as formal processes and extensive experience in court driven such as schemes of arrangement, business rescue insolvency proceedings as well as a range of and liquidation. litigation and litigation tactics often required in restructurings; and Our Restructuring Practice operates as an integrated team across all of our offices and • the ability to draw on in-house expertise practices to provide our clients with a user-friendly in other areas that may be required in a engagement model and service of a consistently complex restructuring including: regulatory high quality. law (particularly in sectors such as mining, pharmaceuticals and healthcare and We offer: technology, media and telecommunications), pensions and employment law, competition • comprehensive experience ranging from and merger control and real estate law. informal work-outs, bank facility extensions, covenant amendments, consensual We have experience advising on a wide range of restructurings, scheme of arrangement, transactions throughout Africa and considerable administration orders and formal insolvency experience in cross-border restructurings measures such as liquidation; that involve simultaneous insolvency filings in multiple jurisdictions. This extends to advising • significant cross-border restructuring on pan-European and co-ordinated US/ Europe experience in Europe and the US or where any restructurings. of the creditors or stakeholders are European or US based; Our clients include large national clients in African jurisdictions where we have • expertise in complex domestic and cross- representation, as well as multinationals and border finance transactions; international law firms acting on their behalf, non-government entities, governments, state- • extensive knowledge of leveraged and owned entities and financial institutions. acquisition finance, structured finance, capital markets, projects and infrastructure, real estate finance, trade and export finance, commodities finance, derivatives, securitisation, preference share finance, "We are uniquely placed subordinated debt and insolvency and to advise on the full restructuring; range of issues that may • We also have English law qualified arise throughout any practitioners to advise on English law restructuring process." governed facilities and instruments; 6 Restructuring Our Specialist Our Signature Services Matters • Contingency planning INTERNATIONAL EXPERTISE • Cross-border restructurings, particularly cross-border group restructurings that We have extensive cross-border restructuring involve simultaneous insolvency filings in experience involving many Western European multiple jurisdictions jurisdictions, the USA and Asia. We have advised • Dealing with auditor concerns regarding the full spectrum of stakeholders, from senior ‘going concern’ status and related issues financial institutions, junior lenders, to hedge • Debt restructuring and rescheduling – funds, bondholders, shareholders, private both creditor-led and debtor-led equity houses and strategic buyers. We advise • Directors’ duties during periods of clients across a broad range of industries and financial distress and restructurings business sectors. • Distressed M&A transactions • Equity capital raising and restructuring • Formal restructuring procedures such AFRICA as schemes of compromise, schemes of arrangement and debt for equity swaps, Some of our recent experience includes exchange offers, business rescue and advising/ acting for: liquidation • Investigation, asset tracing and • Absa Bank on the liquidation of Mayfair insolvency litigation Speculators, including on recovery and • Refinancing of finance facilities tracing of assets. We also advised in • Standstill and forbearance arrangements respect of the Compromise Arrangements in terms of the Companies Act. • Certain shareholders and directors of Imperial Bank (in receivership) (IBL) Kenya on bank rescue options including a scheme “Always well prepared, of arrangement, bank sale and liquidation. provides clear and succinct tactical advice, have good • AfriSam on the latest restructuring of its negotiation skills and financial indebtedness. an excellent commercial • Alexander Forbes Equity Holdings and its understanding. They’re subsidiaries on the Ugandan law aspects never late on deliverables regarding the restructuring of its capital and always put sufficient structure, involving, inter alia, various debt to equity conversions, preference resources into the project.” share redemptions, share buy backs – Chambers & Partners, 2019 and acquisitions of loans outstanding as well as the entry into of a new term loan agreement, revolving credit facility agreement and two sets of preference share funding instruments issued by shareholders in Alexander Forbes Equity Holdings in connection with the restructure. 7 BOWMANS • dfcu Bank as Receiver/Manager to recover Bowmans is “at the sums due from Ntinda View College. forefront of contentious restructuring, insolvency • dfcu Bank as Receiver/Manager to recover UShs 7,356,836,904 and USD 1,096,694 and receivership matters”. from Ndiburungi Sugar Works. – Legal 500, 2018 • A significant stakeholder in theEdcon Group’s long-term restructuring of its ZAR 30 billion debt, operations and capital structure. • ARM Coal on the restructuring of its existing loan and debt arrangements with • Energy Services Uganda on its Glencore in respect of its participation in the deregistration in Uganda. Glencore Participating Coal Business and the Goedgevonden Coal Mine, from a legal, • The monitor appointed by order of court, commercial and financial perspective. to jointly manage the Fedbond collective investment scheme. • Arris Global and Arris South Africa on the restructuring of funding advanced to one of • Gulf Stream Investments