CAPITAL MARKET TRANSACTIONS
• Confidential Client – Legal Counsel to an independent sub-committee of a listed entity advising on takeover law and the board’s obligations in the face of a potential takeover bid and leading discussions on behalf of the sub-committee with the Botswana Stock Exchange (2015-2016).
• Confidential Client – legal advisor to a listed entity on the issue of a USD denominated 30 Million Convertible Bond to be listed on the Botswana Stock Exchange – the documentation was approved by the Stock Exchange, however, the issue did not proceed due to unfavourable USD exchange rates (2016).
• Legal Advisor to the Arrangers, Barclays Bank Botswana Limited and Absa Bank Limited in relation to a USD 300 Million Multicurrency Note Programme for BCL Limited (the Note Programme was halted just prior to establishment due to the financial position at BCL Limited) (2016).
• Botswana legal advisor to the secondary listing of the ABSA ILBI ETF on the Botswana Stock Exchange – KCL acted as legal counsel in Botswana on behalf of Absa CIB, the investment banking division of Absa Bank Limited in South Africa and the Originator and Issuer Agent in respect of NewFunds ILBI Exchange Traded Fund Portfolio in relation to all legal matters arising from the Secondary Listing on the Botswana Stock Exchange Exchange Traded Funds Board of the Newfunds ILBI Exchange Traded Fund Portfolio and the issue of a Supplementary Prospectus pursuant to the Secondary Listing (2015).
• Confidential Client – Legal Advisor to a global fund manager which managed several funds that held shares in Letshego Holdings Limited, a company with its equity shares listed on the Botswana Stock Exchange, in relation to deal documentation for the global fund manager to enter into an arrangement with a number of selling shareholders to collectively sell their shares to a strategic investor (completed 2015).
• Ad-hoc legal advisor to the Botswana Stock Exchange – Provided legal opinions as external legal counsel to the Botswana Stock Exchange on issues relating to the regulators approach to mandatory offers, letters of undertaking and the regulation of off-exchange transactions (2013, 2014).
• Delisting of IAMGOLD Corporation from the Botswana Stock Exchange: Botswana legal counsel and lead advisor for the transaction and responsible for structuring the process by drafting documentation and procedures to delist IAMGOLD Corporation from the Botswana Stock Exchange (2011).
• Update to BWP 2 Billion Stanbic Bank Botswana Limited Listed Note Programme: Botswana legal counsel for the update, which included advice on communications with the regulator, the Central Bank, Bank of Botswana, structuring in terms of compliance with Tier II Capital requirements as they are applied in Botswana, the drafting of a Supplementary Programme Memorandum and associated documents (2011).
KCL continues to act as legal counsel to the Arranger in respect of the issue of all tranches of notes under the Stanbic BWP 2 billion Note Programme, and has acted as legal counsel further update to the Note Programme in 2014, 2015 and 2017.
• Issue of BWP 50 Million Bond by a local bank by way of private placement: Lead Attorney advising the arranger and issuer as to all aspects of regulatory compliance (including recent changes to the Companies Act and their implications) and drafting all documentation required for the issue of a bond by private placement (2012).
• Advice to Engen Petroleum Limited on a Scrip Dividend to Utilise Act and Issue of Scrip Dividend and Cash Dividends: Advice on the optimal structure of the dividend issue considering existing cash reserves and the amount of excess ACT available to each company, regulatory steps and timelines, drafting the necessary board resolutions for the dividend issues, and in respect of the listed entity, the communications to the stock exchange and the press release. Providing advice on the communications with the revenue authorities for the authorisation to utilize the excess ACT (2011).