Competition

‘Bowmans is widely regarded as one of the strongest firms in this area. Peers say: “We see them on almost every deal,” adding: “They are top of the pot.”‘  – Chambers and Partners, 2021

  • Overview
  • Significant Matters

Overview

Competition law presents various challenges for companies doing business in Africa.  The number of competition law regimes across Africa has increased significantly in recent years and national regulators across the continent are becoming increasingly active.

There are also a number of regional intergovernmental organisations regulating competition, for example, the East African Community (EAC) and the Common Market for Eastern and Southern Africa (COMESA).

We are at the forefront of developments in African competition law. We monitor competition law developments in various jurisdictions. Our internationally recognised competition law experts participate in special committees on competition law; actively comment on draft legislation, guidelines and amendments in a variety of African countries; and regularly contribute to local and international competition law publications.

We were named Competition Team of the Year for 2020, at the prestigious African Legal Awards hosted by Legal Week and the Corporate Lawyers Association of South Africa.

We have consistently been included in the GCR 100, a ranking of the world’s top 100 competition law firms, and, according to IFLR1000, we are ‘most definitely considered a front-runner in the market’ and our peers praise the ‘consistent quality’ of our work.

We provide a full range of competition and anti-trust law services including in relation to: merger control, cartels and markets, abuse of dominance and other restrictive practices, and trade issues such as the implications of commercial and exclusivity agreements, joint ventures and strategic alliances. We also provide competition law compliance training and conduct competition law audits.  We have significant depth of experience in, and knowledge of, most sectors.

Our clients include local and international businesses operating in Africa as well as multi-national operations investing in Africa.

SPECIALIST SERVICES

  • Merger control across a range of industries
  • Behavioural work including cartels and markets, abuse of dominance and other restrictive practices
  • Compliance programmes and policies
  • Training
  • Legislative developments
  • Trade issues including advisory work on a range of competition law issues such as the implications of commercial agreements, joint ventures and strategic alliances

‘They’ve been really good and hands-on. Our competition law is going through some big changes so it’s helpful to have someone to guide us through these. They keep us updated and have successfully navigated us through pitfalls.’

‘They are clearly one of the top firms in the competition arena’ –  Chambers & Partners, 2020

‘Bowmans is a valued partner to in-house counsel. There is a willingness to properly understand the business or matter, before providing legal advice.’

‘They are able to go further than what is usually required, by vesting themselves in the resolution of a matter.’

‘It is the best in South Africa.’

‘they know the needs of international clients and have the ability to steer a mandate very reliably.’ Legal 500, 2020

‘They have deep smarts in their areas of expertise and are very practical and pragmatic in their advice.’ Chambers and Partners, 2019

Significant Matters

  • We advised Royal Bafokeng Platinum Mine on its acquisition of a concentrator plant and related surface rights (including the water and power allocations) in respect of the immovable property owned by Maseve Investments 11 Pty (Maseve) which may be required by RBPlat to access and operate the plant and access to tailings infrastructure, for a consideration equal to the ZAR equivalent of USD 58 million, and the acquisition of 100% of the shares in and shareholder claims owing by Maseve for a consideration equal to the ZAR equivalent of USD 12 million.

  • We advised PPC, the largest cement manufacturer in South Africa and a Johannesburg Stock Exchange listed entity, on its proposed merger negotiations with AfriSam Group and various other interested investors.

  • We advised Anheuser-Busch InBev (AB InBev) on the African elements of its exit from its 54.5 % stake in Coca-Cola Beverages Africa. The transaction was valued at USD 3.15 billion.

  • We advised the Independent Communications Authority of South Africa on its enquiry into pay-TV market.  The outcome of the inquiry has the potential to have a significant impact on the structure of the pay-TV sector and media sector more generally.

  • We advised Harmony Gold Mining Company on its USD 300 million acquisition of the Moab Khotsong Mine, the Great Noligwa Mine and related infrastructure from AngloGold Ashanti. We were named  Energy and Natural Resources Team of the Year at the African Legal Awards in 2018 for this work.

  • We advised Cell C during an investigation by the Independent Communications Authority of South Africa into whether Cell C was required to obtain regulatory approval prior to its multi-billion Rand recapitalisation and whether it had breached the approval requirements.

  • Bowmans acted for China National Chemical Corporation (ChemChina) in relation to African merger filings for its USD 43 billion acquisition of Syngenta AG. This was the fifth largest global M&A transaction of 2016.

  • Bowmans advised Weetabix Group, Bowmans acting as Kenyan local counsel, in relation to the acquisition by Post Holdings Inc, of Latimer Newco 2 (which controlled the target Weetabix group of companies including the Kenyan company known as Weetabix East Africa Ltd).

  • Bowmans advised General Motors South Africa in relation to the disposal of its Isuzu business to Isuzu Trucks South African and related matters.

  • Bowmans advised The Fifth Cinven Fund (managed by Cinven Capital Management (V) General Partner Limited), a Canadian private equity investor, and the Canada Pension Plan Investment Board in relation to the Kenyan competition aspects relating to the acquisition of joint control of GTA Travel Holding Limited (a Swiss travel and tourism company), Kuoni Holdings PLC and their subsidiaries.

  • We advised Imperial Holdings on its ZAR 1.8 billion sale of Regent Insurance to Hollard. Our TMT team assisted with negotiating and drafting a transitional services agreement obligating Hollard and Regent to provide services to various Imperial group companies.

  • Bowmans advised HNA Group, a multinational conglomerate involved in aviation, real estate, financial services, tourism, logistics, and other industries based on Hong Kong, and CWT Limited, a company based in Singapore in the business of logistics services, commodity marketing, financial services and engineering services, in relation to the African competition aspects of HNA Group’s acquisition of control of CWT Limited pursuant to a voluntary general offer to purchase all the issued shares in CWT.  The transaction will enable the HNA Group to among other things enter the logistics, engineering, financial services and commodity trading sectors and gain a presence in more than 90 companies globally.

  • Bowmans advised as South African Counsel to French multinational, Safran S.A., in relation to the African competition aspects of its acquisition of Zodiac Aerospace S.A.

  • Bowmans advised as Kenyan local competition counsel to the acquirer and the target company in relation to the acquisition of 49.99% of the share capital and voting rights in La Compagnie d’Exploitation des Services Auxiliaires Aériens S.A by HNA Aviation Group Co., Ltd.

  • Counsel to ARM Cement Limited, a leading producer of cement, lime and fertilizer in East Africa, with operations in Kenya, Tanzania and Rwanda, in respect of a uSD140 million equity investment by CDC Group plc. The transaction aims to boost the local supply of cement in East Africa and promote infrastructure development. ARM Cement produces approximately 2.7 million tonnes of cement per year and employs approximately 3000 people.

    CDC Group has indicated that its long-term investment in ARM Cement is designed to help strengthen ARM Cement’s financial structure and to help the company develop to meet the growing demand for sustainably produced cement across sub-Sharan Africa. The transaction is expected to boost ARM Cement’s production capacity and create new jobs.

  • Bowmans advised as Competition counsel to the liquidators for Nationwide Airlines (Nationwide), the Tshwane Trust in a case against South African Airways (SAA) in the first damages claim in South Africa resulting from a prohibited practice under the Competition Act. The nature of Nationwide Airlines’ claim was accordingly the second of its kind to be brought in South African law and the first to be litigated, setting a precedent within South African Competition Law. This matter was nominated for the Global Competition Review Awards 2017 Litigation of the year – Non-cartel prosecution: Creative, strategic and innovative litigation on behalf of plaintiffs in a non-cartel private action. On 28 March 2017, this matter was the winner of its category, overtaking competition litigation matters from all around the world.

  • Counsel to OMP Africa Investment Company Proprietary Limited in respect of its $ 62.5 million (KES6.4 billion) investment in the Two Rivers Mall in Kenya. The investment comprised of an acquisition of shares and loan funding. Two Rivers Lifesyle Centre Limited is in the process of constructing, developing and leasing out space in the Two Rivers Mall in the Northern side of Nairobi. The Two Rivers Mall, once completed, is said to be the biggest mall in East and Central Africa with a capacity of approximately 62,000 square metres. OMP Africa Investment Company Proprietary Limited is a subsidiary of the Old Mutual Group, and serves as the group’s property holding company across Africa.

  • Bowmans advised as Africa competition counsel to Hapag-Lloyd Aktiengesellschaft (HL AG) and United Arab Shipping Company (S.A.G) (UASC) in relation to HL AG’s USD 6,335 million acquisition of control of UASC. The transaction constituted a merger for COMESA purposes.