Mergers and acquisitions (M&A), as well as corporate restructuring, feature strongly in today’s corporate environment.
Businesses are looking for original solutions that will help them to achieve their commercial objectives while mitigating risk exposure.
IKM Advocates has a formidable reputation for cutting edge advice which has seen the firm involved in many novel and complex transactions.
M&A initiatives are highly sensitive and we acknowledge and respect our clients’ needs for confidentiality. IKM exercises the greatest discretion in all its dealings - both inside and outside the firm, especially since our role includes fostering partner buy-in to proposed combinations.
IKM’s goal in every merger is to maximise the value of a client’s strengths, culture, brand equity and market place position.
Our M&A legal team works seamlessly with experienced colleagues from other practice areas in the firm to coordinate multifaceted transactions, deal with regulatory requirements, advise on tax matters, manage due diligence investigations and prepare all required documents.
As a member firm of DLA Piper Africa, IKM is placed in a unique position to provide legal services for both local and cross-border mergers and acquisitions. Furthermore, through our association with the DLA Piper Group globally, IKM has the capacity to provide clients with integrated, multidisciplinary advice.
- Advising on compliance with all legal formalities, including obtaining regulatory approvals such as authorisation orders from the Competition Authority of Kenya, sector regulators and, where applicable, the approval of the COMESA Competition Commission.
- Due diligence
- Preparation and negotiation of transaction documents, including share purchase agreements, subscription agreements, options agreements and shareholders’ agreements.
- Structural advice
- Tax advisory
- Acted in a transaction where Centum Investment Company Limited, through a non-operating holding company, acquired a 68% equity stake in K-Rep Bank Limited. The brief involved undertaking legal due diligence investigations on the target bank; exercising pre-emption rights in accordance with the articles of association of the bank; structuring the transaction in line with the Banking Act and the Central Bank of Kenya prudential guidelines on non-operating holding companies; reviewing and negotiating the share purchase agreement and preparing other transaction documents; attending to regulatory processes and requirements with the Central Bank of Kenya and the Competition Authority; and finally attending to the completion of the transaction.
- Acted for Guaranty Trust Bank Plc (listed on the London Stock Exchange) in its acquisition of a 70% equity stake in Fina Bank Limited (now Guaranty Trust Bank (Kenya) Limited). The role of IKM entailed undertaking legal due diligence investigations on the target bank; reviewing the acquisition agreements; advising on compliance with local laws and regulations, including the Banking Act, the Central Bank of Kenya prudential guidelines for financial institutions, competition law requirements as well as the COMESA competition law obligations; reviewing transaction documents (including the Share Purchase Agreement (SPA), a Shareholders’ Agreement and Options Agreement); and attending to completion matters.
- Acted for Compagnie Gervais Danone in its acquisition of an equity stake of 40% in Brookside Dairy Limited, one of the leading dairy companies in East Africa with subsidiaries in Uganda and Tanzania. The brief entailed carrying out legal due diligence investigations on the target company; reviewing the acquisition agreements; advising on compliance with local laws and regulations, competition law requirements as well as the COMESA competition law obligations; reviewing transaction documents (including the Share Purchase Agreement and Shareholders’ Agreement); and attending to completion matters.
- Acted for a private equity fund in a proposed investment in Chase Bank Limited. The brief entailed carrying out a due diligence on the bank, preparing and negotiating transaction documents and handling all aspects of the transaction.
- Acted for a consortium of investors comprising Deutsche Investitions- und Entwicklungsgesellschaft mbH, Nederlandse Financierings Maatschapij voor Ontwikkelingslanden N.V., Société de Promotion et de Participation pour la Coopération Economique, International Finance Corporation, and IFC Asset Management Company LLC, in an equity investment in Rift Valley Railways consortium (RVR) – a Kenya operated company. The transaction involved carrying out a due diligence on RVR, providing a legal opinion on the capacity of RVR to enter into the concession agreements, and the validity and enforceability of such agreements.
- Acted for Skanem SA, an entity incorporated in Norway, in a transaction involving the acquisition of an Indian Company which held a 50% shareholding in a Kenyan company. IKM conducted a due diligence on the Kenyan Company, reviewed and advised on the relevant transaction agreements, and attended to completion matters, including obtaining approval from the Competition Authority.
- Acted for Seek Limited, an Australian company, listed on the Australian Stock Exchange in a transaction which involved the acquisition of equity in a South African parent company that has subsidiaries across a number of countries in Africa, including two subsidiaries in Kenya.
- Assisted with a takeover by Israel Chemicals Limited, a public company listed in the Tel Aviv Stock Exchange, of Global Professional Business of the Scotts Company LLC, a US-based company.
- Acted for CMC Holdings Limited in its acquisition by Al Futtaim Auto Machinery (based in Dubai) through the Capital Markets takeover legal framework.
- Acted in an investment transaction for Cellulant Corporation, a company incorporated in Mauritius with its founder members being Kenyans and with subsidiaries in more than eight countries across Africa (Kenya, Tanzania, Uganda, Nigeria, Ghana, Zimbabwe, Malawi and Mauritius). The transaction involved an investment by three investors, namely Stichting Administratiekantoor TBL Management, Velocity Private Equity B.V. and Progression Eastern African Microfinance Equity Fund by way of preference shares.
Chambers Global 2014
IKM Managing Partner, James Kamau, is particularly active on M&A and private equity deals. Clients seek his representation on some of the most significant mandates. James impresses with the high quality of his work and his “business mind”.
IKM ranks as a First tier firm (top Tier recommendation) in M&A, Commercial and Corporate, and Banking and Finance.
The firm was noted as “extremely responsive” and the lawyers as “knowledgeable in their respective areas”, “extremely sharp”, “outstanding” and “excellent”.
James Kamau was noted as “extremely sharp”.