Pharmaceuticals and Healthcare

Bowmans has extensive experience advising stakeholders in the Sub-Saharan African pharmaceuticals and healthcare sector.

We advise stakeholders across the healthcare services and products supply chain. This includes pharmaceutical manufacturers, biotechs, medical device companies, health tech companies, CROs, wholesalers and distributors, pharmacies, hospitals, healthcare practitioners (through the Medical Protection Society) open and restricted medical schemes and their administrators, and managed healthcare providers.

Our in-house corporate and commercial, M&A, anti-trust, regulatory, corporate investigations, employment, intellectual property and dispute resolution professionals have gained considerable industry insight into the pharmaceuticals and healthcare sector.

We also advise on regulatory issues impacting in the sector, which is poised for transformation with the introduction of the African Medicines Agency (AMA), an initiative introduced by the African Union that aims to harmonise drug regulations. This, in addition to the increasing prevalence of national insurance schemes, has increased the complexity of the investment landscape.

Our recent experience in the M&A sphere includes advising:

• Afrox on the merger and reverse takeover of Presmed, to create Afrox Healthcare Ltd and on the subsequent disposal and delisting of Afrox Healthcare.
• Ascent Capital on its investment in Medpharm Holdings Africa, a company incorporated in Mauritius for purposes of acquiring an interest in the International Clinical Laboratory, registered in Ethiopia.
• CFR Pharmaceuticals (an entity listed on the Santiago Stock Exchange) on its proposed ZAR 12.8 billion acquisition of Adcock Ingram Ltd by way of scheme of arrangement.
• Cipla Ltd on its collaboration with Teva Pharmaceutical Industries Ltd for the South African market; and on its of 51% of the issued share capital of Quality Chemicals Ltd.
• Clinigen Group on its acquisition of Link Healthcare, a specialty pharma and medical technology business focused on Africa, Asia and Australia.
• Dis-Chem Pharmacies Ltd on its listing on the Johannesburg Securities Exchange Ltd; and on a 2017 accelerated bookbuild placement of Dis-Chem shares by Investec, Goldman Sachs and Standard Bank, acting as joint bookrunners for Ivlyn (Pty) Ltd, Stansh (Pty) Ltd and Niajul (Pty) Ltd; and on a purchase of shares in Kaelo Holdings (Pty) Ltd from various sellers as well as an additional subscription of shares by Dis-Chem Pharmacies Ltd in Kaelo Holding (Pty) Ltd. This agreement follows an internal group restructure undertaken by Kaelo Holdings (Pty) Ltd and its subsidiaries.
• GlaxoSmithKline plc (GSK) on its acquisition of Novartis’ global vaccines business (excluding influenza vaccines) for an initial cash consideration of USD 5.25 billion. This created a new world-leading consumer healthcare joint venture with Novartis in which GSK has majority control and an equity interest of 63.5%; and has divested its oncology business for an aggregate cash consideration of USD 16 billion. We also advised GSK on its disposal of half of its 12.4% shareholding to Aspen PharmaCare Holdings Ltd (approximately 28.2 million ordinary shares); and on various regulatory issues across Africa.
• Imithi Investments (Pty) Ltd, the black-economic empowerment partner in Aspen Pharmacare Holdings Ltd, in terms of which, pursuant to the expiry of the lock-up period, it restructured its investment.
• Pfizer on the formation of a new world-leading consumer healthcare joint venture with GSK.
• Pharmaplan and its holding company, Opus Ventures Ltd, on competition, corporate and commercial aspects concerning JSE-listed Litha Healthcare Group’s acquisition of Pharmaplan.
• Private equity fund, Aureos and Swedfund on the consortium’s investment in Vine Pharmas, Uganda’s largest pharma chain.
• RMB Ventures Seven and BoE Private Equity Investments on the sale of a portion of Ascendis Health Ltd’s Biosciences Division valued at ZAR 480 million. The transaction was two-fold in the form of a sale of businesses/ assets and sale of shares, for different entities in the Biosciences Division.
• Zimmer South Africa and Biomet South Africa on the local implementation of the merger of these two companies.