Africa

Capital Markets

Counsel to the issuer or underwriters in offerings by:

Mergers & Acquisitions

• The financial adviser to Absa Bank in connection with the $5.5 billion acquisition of a majority stake in Absa Bank by Barclays
• Anglo American in the $1.28 billion sale of its minority interest in AngloGold Ashanti to investment funds associated with Paulson & Co.
• Anheuser-Busch InBev in its $123 billion merger with SABMiller
• BP in its $7 billion sale of upstream assets in the United States, Canada and Egypt to Apache
• The financial adviser to China National Offshore Oil Company of China (CNOOC) in its $2.9 billion acquisition of certain oil and gas assets from Tullow Oil
• Coca-Cola HBC in connection with its wholly-owned subsidiary Coca-Cola HBC Holdings’ $427 million acquisition of 94.7% of Coca-Cola Bottling Company of Egypt S.A.E. from its major shareholders, a wholly-owned affiliate of The Coca-Cola Company, and MAC Beverages and certain of its affiliates
• The financial adviser to Compagnie Financière Richemont in Richemont’s restructuring and spin-off with Remgro of a 27.09% stake in British American Tobacco
• Credit Suisse Group AG in its purchase of Morgan Stanley’s private wealth management businesses in Europe (ex Switzerland), the Middle East and Africa
• The Goldman Sachs Group, Inc. in connection with Hastings Group Holdings plc’s agreement, along with other shareholders, to sell 29.9% of the ordinary share capital in Hastings Group Holdings to Rand Merchant Investment Holdings Limited and its wholly owned subsidiary Main Street 1353 Proprietary Limited
• Lord Graham Kirkham and Brait Capital as lead investors on the $2.4 billion private equitybacked management buyout of Iceland Foods
• A corporate venture capital fund managed by MUFG Innovation Partners, a wholly-owned subsidiary of Mitsubishi UFJ Financial Group, in its investment in Moove Africa
• Nippon Steel and Sumitomo Metal Corporation with respect to its interest in Minas de Revuboe, Lda, a coal mining venture in Mozambique with Talbot Group and POSCO
• Norilsk Nickel in the sale of its 20% stake in Gold Fields Limited in the largest stock sale for a South African company
• The financial adviser to Potlatch Corporation in the $480 million sale of its coated paper business to Sappi
• VeriFone Systems in its acquisition of Destiny Electronic Commerce

Project Development & Finance

Energy

• Banda Gas Project. S&C advised Kinross Gold with respect to gas purchase, power project development and related work in Mauritania.
• Coega LNG and Related Power Project. S&C advised Eskom as one of the sponsors/developers of an LNG regasification, combined-cycle power plant in the Port Elizabeth Area of South Africa.
• Economic Community of West African States. S&C advised ECOWAS pro bono in the drafting and implementation of the legislative framework for gender assessments of energy projects in the 15 ECOWAS member states.
• Gokwe North Coal/Power Project. S&C represented Rio Tinto in relation to a coal mine and associated power plant in Zimbabwe.
• Kusile Power Project. S&C advised Eskom on its $800 million facility with the Export-Import Bank of the United States as part of the financing for the Kusile coal-fired power plant project in South Africa.
• Medupi Power Project. S&C advised Eskom on its €250 million Hermes-covered credit facility agreement with KfW as part of an initial phase of a proposed series of financings for the Medupi coal-fired power plant project in the Limpopo province of South Africa.
• Million Solar Homes Tanzania Distributed Solar Financing Project. S&C advised the lenders in their initial loan agreement with Million Solar Homes Leasing Tanzania Limited to provide up to $40 million to fund the acquisition and lease of distributed photovoltaic solar home power systems in Tanzania.
• Reykjavik Geothermal. S&C advised the project company in relation to a convertible term loan facility and the granting of certain investment rights to an institutional investor in connection with the financing of geothermal IPP power projects in Ethiopia.
• Rovuma LNG. S&C is representing the six partners (including the Mozambique state-owned oil company) in the project financing of the Rovuma LNG liquefaction project including in direct negotiations with government parties on the financing implementation agreement. The project will produce, liquefy and market natural gas from the Mamba fields located in the Area 4 block offshore Mozambique.
• South African IPP Program. S&C advised the RSA IPP Office on its IPP program and documentation including procurement documentation and processes related to LNG-to-gas-to-power and coal base-load IPP procurement.

Mining

• Ambatovy Nickel and Cobalt Project. S&C represented Ambatovy Minerals and Dynatec Madagascar, and their owners, in relation to the financing for the $4.52 billion Ambatovy nickel and cobalt project in Madagascar. The project involved the development of a greenfield open-pit nickel-cobalt mine, an ore-processing plant and related facilities and infrastructure.
• Boké Project. S&C advised the underwriters of Eurodollar project bonds of Compagnie des Bauxites de Guinée, guaranteed by Halco Mining and other sponsor participants in proportion to their participations. The original Boké project involved a railway and port project and a mining project for the development of bauxite resources in Guinea.
• Bulyanhulu Gold Project. S&C advised Barrick Gold, as a sponsor, to develop the Bulyanhulu mine, the largest gold mine in East Africa. Financing included a $200 million nine-year term loan arranged by Barclays Capital, CIBC, Citibank, Deutsche Bank, Dresdner Kleinwort Benson and SG with political risk insurance from MIGA and EDC.
• Hartley Platinum Project. S&C advised BHP-Utah International on the formation and documentation of the joint venture and foreign investment arrangements with the government of Zimbabwe. The project, which is located 80 kilometers west of Harare, was developed as a joint venture with Delta Gold of Australia.
• Konkola Deep Copper. S&C advised Anglo American on the equity investment and financing of the Konkola, Nchanga and Nampundwe copper mining, refining and related assets.
• Kolwezi Project. S&C advised Adastra Minerals on the development and financing of the Kolwezi copper tailings project.

• Moma Titanium Project. S&C represented Kenmare Resources on a titanium mining and processing project in Mozambique and assisted with concession and licensing agreements with the government, on all commercial contracts and on financing arrangements with various lending institutions and agencies. S&C also advised on a restructuring of the financing to permit expansion and in respect of aspects of Kenmare’s 2010 equity raising.
• Palabora Copper Mine Refinancing Project. S&C advised Palabora Mining on agreements to provide ZAR1.5 billion in financing for this copper mine project. Palabora is a South African mine that has been extracting copper since the 1960s.

• Tasiast Gold Project. S&C advised Kinross Gold with respect to financing for a proposed expansion of its Tasiast gold mine in Mauritania and related gas-to-power arrangements.

• Tbae Selibi-Phikwe Project. S&C advised Amax, as a shareholder in the project company (Botswana RST), in relation to the financing and subsequent restructuring necessary for the project. The project consists of a nickel-copper ore mine and related concentrating, smelting and other facilities.
• Tenke-Fungurumé Copper Project. S&C advised Chemical Bank, a major participant in the Eurocredit Facility syndicate, in connection with the transaction, including negotiations with the U.S. Overseas Private Investment Corporation for political risk, nonconvertibility and war-risk coverage.