Corporate and M&A


Overview

Our Corporate Group’s primary goal is to provide our clients with General Corporate and Mergers & Acquisitions advice to a wide range of multinational corporations, private equity firms, fund managers and blue chip investors in Egypt and in the region. Headed by Omar S. Bassiouny – Founding Partner – the Corporate Group can assist with all facets of corporate transactions, from initial term sheets and due diligence to negotiations, drafting and completion. The team, consisting of Arabic, English and French speaking lawyers, advises clients throughout the Middle East North Africa Region on a wide range of transactions, including:

  • Mergers and acquisitions (both buy and sell sides);
  • Corporate finance (including equity capital markets);
  • Private equity (investments and divestments);
  • General corporate advisory (including restructuring and joint ventures); and
  • Corporate establishments and company secretarial.

Recent Award

2015

  • Omar S. Bassiouny ranked as a Leading LawyersIFLR 1000, 2015
  • Matouk Bassiouny ranked a Top Tier Firm in Mergers & Acquisitions (Band 1)IFLR 1000, 2015
  • Matouk Bassiouny ranked as a Leading Law Firm in Corporate and M&A (Band 1)Chambers & Partners, 2015
  • Matouk Bassiouny ranked as a Top Tier Firm (Tier 1) in Corporate and M&ALegal 500, 2015

2014

  • National Law Firm of the Year – IFLR Middle East Awards 2014
  • Matouk Bassiouny ranked as a Leading Law Firm in Corporate and M&A (Band 1) – Chambers & Partners, 2014
  • Matouk Bassiouny ranked as a Top Tier Firm in Mergers and Acquisitions (Band 1) – IFLR 1000, 2014
  • Matouk Bassiouny ranked as a Top Tier Firm (Tier 1) in Corporate and M&A – Legal 500, 2014

2013

  • “Ranked as a leading law firm in Corporate/M&A (Band 1)” – Legal 500, 2013
  • “Ranked as a leading law firm in Corporate/M&A (Band 1)” – Chambers & Partners, 2013
  • Ranked as “Best Corporate & Commercial Law Firm of the Year 2012” – Lawyers World
  • Ranked as “Law Firm of the Year – Egypt in Mergers and Acquisitions” – Finance Monthly, 2012

2012

  • “Ranked as a top tier firm in Mergers and Acquisitions” – IFLR 1000, 2013, 2012 and 2011
  • “Ranked as a leading law firm in Corporate and M&A” – Chambers & Partners, 2012 and 2011
  • “Ranked as a leading law firm in Corporate and M&A” – Legal 500, 2012 and 2011

Representative Legal Matters

We include below a list of representative matters recently handled by members of our Corporate and M&A group:

  • Representation of Emirates National Bank of Dubai, in connection with the acquisition of 100% of the share capital of BNP Paribas SAE. The instructions included transaction structuring, legal due diligence and drafting the transaction documentations. Transaction value: USD 500 million (closed June 2013).
  • Representation of Nutreco in connection with the acquisition of shares in Hendrix Misr for Animal Nutrition SAE. The instructions included drafting the transaction documentations, negotiating the transaction and providing legal advice throughout the transaction lifecycle. Transaction value: EUR 12 million (closed June 2013).
  • Representation of Litat in connection with the acquisition of a majority stake in an Egyptian company for steel products. The instructions included transaction structuring, legal due diligence and drafting the transaction documentations. Transaction value: Confidential (closed February 2013).
  • Representation of Gulf Capital in connection with the acquisition of a majority stake in Doğu Tıp. The instructions included drafting transaction documentations, negotiating the transaction and providing transaction management assistance. Transaction value: Confidential (closed January 2013).
  • Representation of Arafa Holding, the leading Egyptian textiles conglomerate, on the sale of a minority stake in Concrete, the leading Egyptian garments manufacturer, to Commercial International Bank (CIB), the largest private bank in Egypt. Transaction value: EGP 152 million (closed December 2012).
  • Representation of Euromena Private Equity in the acquisition of a minority stake in Easy Group. The instructions included transaction structuring, legal due diligence and drafting the transaction documentations. Transaction value: Confidential (closed December 2012).
  • Representation of the founders of Delta Aromatic on the sale of 50% of their juice and flavors business to Döhler, the leading international player in the food and beverage industry (closed December 2012).
  • Representation of Pfizer on all Egypt legal aspects of its comprehensive restructuring of its Animal Health business as well as the recent divestment of its Nutrition business. Global Nutrition Business Transaction Value: USD 11.9 billion (closed November 2012).
  • Representation of Wadi Degla for Investment, the leading Egyptian sporting clubs company, in the private placement of a minority stake in the Company to a number of local and regional investors. Transaction value: approximately USD 40 million (closed November 2012).
  • Representation of Integrated Diagnostic Holding Ltd “IDHL”, an affiliate of Abraaj IGCF Company and the owner of Al Borg Laboratories SAE on the acquisition of 100% of Al Mokhtabar Laboratories Company SAE to create the largest private medical diagnostics business in the Middle East and South Asia. Transaction value: USD 434 million (EGP 2,621 million) (closed August 2012).
  • Representation of Abu Ghali family in the divestment of a minority stake in Regina. The instructions included transaction structuring, legal due diligence, drafting the transaction documentations and assistance in the negotiations. Transaction value: EGP 120 million (closed July 2012).
  • Representation of Euromena Private Equity in the acquisition of a minority stake in Sakson Petroleum Services Holding. The instructions included transaction structuring, legal due diligence and drafting the transaction documentations. Transaction value: USD 20 million (closed June 2012).
  • Representation of Amr Kandil in the acquisition of 33.5% of the share capital of Kandil Steel SAE and its subsidiaries. The instructions included transaction structuring and drafting the transaction documentations. Transaction value: USD 16.8 million (closed June 2012).
  • Representation of Euromena Private Equity in the acquisition of a majority stake in Al Oyoum El Dawly Eye Hospital. The instructions included transaction structuring, legal due diligence and drafting the transaction documentations. Transaction value: USD 18 million (closed March 2012).
  • Representation of FT Tourism in the acquisition of a tourism company in Egypt. The instructions included transaction structuring, legal due diligence and drafting the transaction documentations. Transaction value: Confidential (closed February 2012).
  • Representation of Citadel Capital/Grandview/Watanya Printing in a divestment of minority stake to IFC through a right issue. The instructions included transaction structuring, legal due diligence and drafting the transaction documentations. Transaction value: USD 10 million.
  • Representation of Intel Corporation in its acquisition of the assets of SySDSoft, a privately-held software company based in Cairo. The instructions included transaction structuring, legal due diligence and drafting the transaction documentations. Transaction value: Confidential.
  • Representation of Bull International Inc. in the acquisition of a majority stake in a leading Egyptian Information Technology company. The instructions included transaction structuring, legal due diligence and drafting the transaction documentations. Transaction value: Confidential.
  • Representation of North Africa Holding Company in its acquisition of a majority stake of the capital of Egyptian International Medical Center (“EIMC”) and EIMC United Pharmaceuticals (“EUP”), a leading Egyptian pharmaceutical manufacturer and distributor. The instructions included transaction structuring, legal due diligence and drafting the transaction documentations. Transaction value: Confidential.
  • Representation of Al Borg Laboratories (Abraaj Capital Subsidiaries) in its acquisition of a number of operating medical laboratories in Egypt. The instructions included transaction structuring, legal due diligence and drafting the transaction documentations. Transaction value: Confidential.
  • Representation of North Africa Holding Company in its acquisition of 50% of the capital of Kama Glass SAE, a leading glass producer in Egypt. The instructions included transaction structuring, legal due diligence and drafting the transaction documentations. Transaction value: Confidential.
  • Representation of Orascom Telecom Holding SAE in relation to its divestment of LinkDotNet. The instructions included transaction structuring, legal due diligence and drafting the transaction documentations. Transaction value: USD 130 million.
  • Representation of Arcelor Mittal in connection with the structuring of a proposed acquisition of a steel manufacturing group in Egypt. The instructions included transaction structuring, legal due diligence and drafting the transaction documentations. Transaction value: Confidential.
  • Representation of Midea in relation to a public acquisition of a large minority stake in Miraco from Carrier. The instructions included transaction structuring, legal due diligence and drafting the transaction documentations. Transaction value: Confidential.
  • Representation of Al Ahly Capital in connection with its first acquisition in Egypt. The instructions included transaction structuring, legal due diligence and drafting the transaction documentations. Transaction value: Confidential.
  • Representation of EMS relating to the acquisition of 50% of an operating oil and gas company in Egypt. The instructions included transaction structuring, legal due diligence and drafting the transaction documentations. Transaction value: Confidential.
  • Representation of Polyserve in connection with a proposed acquisition of Artuma’s Tanzanian subsidiary. The instructions included transaction structuring, legal due diligence and drafting the transaction documentations. Transaction value: Confidential.
  • Representation of Hutchinson Ports Holding in connection with the acquisition of a majority stake in Alexandria International Container Terminal SAE. The instructions included transaction structuring, legal due diligence and drafting the transaction documentations. Transaction value: Confidential.
  • Representation of Sinai Marble Holding, an Actis Private Equity Fund majority-owned company, in connection with the private placement subscribed by Union Capital. The instructions included transaction structuring, legal due diligence and drafting the transaction documentations. Transaction value: Confidential.
  • Representation of Dr. Osama Khalil (Techno Group Holding) in relation to a divestment of majority equity of Techno Group Holding to Gulf Capital Private Equity Fund. The instructions included transaction structuring, legal due diligence and drafting the transaction documentations. Transaction value: Confidential.
  • Representation of Citadel Capital in connection with the acquisition of the Sphinx Financial Group by Pharos Holding for Financial Services. The instructions included transaction structuring, legal due diligence and drafting the transaction documentations. Transaction value: Confidential.
  • Representation of North Africa Holding Company in connection with the structuring of a proposed acquisition of Thebes Educational Group. The instructions included transaction structuring, legal due diligence and drafting the transaction documentations. Transaction value: Confidential.
  • Representation of Estar Holding in connection with the acquisition of Misr Iron and Steel Company SAE. The instructions included transaction structuring, legal due diligence and drafting the transaction documentations. Transaction value: Confidential.
  • Representation of Emirates Group in connection with the attempted acquisition of a majority stake in Excel Travel SAE. The instructions included transaction structuring, legal due diligence and drafting the transaction documentations. Transaction value: Confidential.
  • Representation of Bristol Myers Squibb in connection with the divestment of its Egyptian operations to GlaxoSmithKline. The instructions included transaction structuring, legal due diligence and drafting the transaction documentations. Transaction value: USD 210 million.
  • Representation of Oasis Capital & Gemini Capital relating to the divestment of their respective equity in CI Capital Holding. The instructions included transaction structuring, legal due diligence and drafting the transaction documentations. Transaction value: Confidential.
  • Representation of Momen Group, a major player in the food sector in Egypt and the Middle East in connection with the restructuring of the group and the sale of a large minority stake to Actis Private Equity Fund. The instructions included transaction structuring, legal due diligence and drafting the transaction documentations. Transaction value: Confidential.
  • Representation of Miraco-Carrier Corporation in connection with the joint venture with Shams Company. The instructions included transaction structuring, legal due diligence and drafting the transaction documentations. Transaction value: Confidential.
  • Representation of Carlyle MENA in connection with the structuring of a proposed acquisition of Al Borg Laboratories SAE. The instructions included transaction structuring, legal due diligence and drafting the transaction documentations. Transaction value: Confidential.
  • Representation of Citadel Capital in connection with the acquisition of two foundries. The instructions included transaction structuring, legal due diligence and drafting the transaction documentations.
  • Representation of Toma Family in relation to its divestment of majority equity of a major textile group of companies to Grandview Private Equity Fund. The instructions included transaction structuring, legal due diligence and drafting the transaction documentations. Transaction value: Confidential.
  • Representation of Barclays Bank Egypt SAE in relation to its divestment of equity in Maridive & Oil Services SAE. The instructions included transaction structuring, legal due diligence and drafting the transaction documentations. Transaction value: Confidential.
  • Representation of the Insurance Holding Company SAE in relation to its divestment of equity in Talaat Moustafa Group SAE arising out of IPO of Talaat Moustafa Group. Transaction value: Confidential.
  • Representation of a major oil and gas confidential client in connection with the local component of an offering and listing on the Official List of the Luxembourg Stock Exchange and admitting for trading on the Euro MTF. Transaction value: Confidential.
  • Representation of Orascom Telecom Holding SAE in relation to its attempted “hostile take-over” of Raya Holding for Telecommunications and Communications. The instructions included transaction structuring, legal due diligence and drafting the transaction documentations. Transaction value: Confidential.
  • Representation of a consortium constituted of private equity firms (confidential clients) on all legal and restructuring aspects relating to the attempted acquisition of Arco Steel SAE. The instructions included transaction structuring, legal due diligence and drafting the transaction documentations. Transaction value: Confidential.
  • Representation of EFG-Euro Bank relating to the acquisition of Al Watany Bank of Egypt SAE. The instructions included transaction structuring, legal due diligence and drafting the transaction documentations. Transaction value: Confidential.
  • Representation of a confidential client on all legal and structuring aspects relating to the acquisition of a number of steel manufacturing operations in Egypt. The instructions included transaction structuring, legal due diligence and drafting the transaction documentations. Transaction value: Confidential.
  • Representation of Oasis Capital & Gemini Capital relating to the acquisition of a minority stake in CI Capital Holding. The instructions included transaction structuring, legal due diligence and drafting the transaction documentations. Transaction value: Confidential.
  • Representation of Actis Private Equity Fund relating to the acquisition and restructuring of the Sinai Group of Companies, one of the most leading marble and granite producer and exporters. The instructions included transaction structuring, legal due diligence and drafting the transaction documentations. Transaction value: Confidential.
  • Representation of Orascom Telecom Holding SAE relating to the acquisition of a telecom value added Services Company. The instructions included transaction structuring, legal due diligence and drafting the transaction documentations. Transaction value: Confidential.
  • Representation of Gemini Technology Private Equity Fund relating to the acquisition of a software company. The instructions included transaction structuring, legal due diligence and drafting the transaction documentations. Transaction value: Confidential.
  • Representation of IFC on all legal aspects relating to the acquisition of a minority stake in Delta Bank SAE. The instructions included transaction structuring, legal due diligence and drafting the transaction documentations. Transaction value: Confidential.
  • Representation of the Sanmar Group relating to the acquisition of Trust Chemicals Industries LLC. The instructions included transaction structuring, legal due diligence and drafting the transaction documentations. Transaction value: USD 275 million.
  • Representation of Agility Logistics (formerly PWC Logistics) on all legal aspects relating to the acquisition of a logistics company in Egypt. The instructions included transaction structuring, legal due diligence and drafting the transaction documentations. Transaction value: Confidential.
  • Representation of Orascom Telecom Holding SAE and Merrill Lynch relating to a share buyback of Orascom Telecom Holding SAE shares. The instructions included transaction structuring, legal due diligence and drafting the transaction documentations. Transaction value: Confidential.
  • Representation of EFG-Euro Bank relating to the acquisition of Bank of Alexandria SAE. The instructions included transaction structuring, legal due diligence and drafting the transaction documentations. Transaction value: Confidential.
  • Representation of Central Bank of Egypt/Deloitte in connection with a limited due diligence exercise on Banque du Caire for the purposes of the merger between Banque du Caire and Banque Misr. The instructions included transaction structuring, legal due diligence and drafting the transaction documentations. Transaction value: Confidential.
  • Representation of a confidential client in connection with a trans-national shares swap between companies based in Egypt and companies based in the Gulf. The instructions included transaction structuring, legal due diligence and drafting the transaction documentations. Transaction value: EGP 250 million.
  • Representation of Orascom Telecom Holding SAE in connection with the acquisition of a minority stake in Hutchinson Telecommunications. The instructions included transaction structuring, legal due diligence and drafting the transaction documentations. Transaction value: approximately USD 2 billion.
  • Representation of Oasis Capital Fund in connection with the acquisition of a majority stake in the Shamsi Group. The instructions included transaction structuring, legal due diligence and drafting the transaction documentations. Transaction value: Confidential.
  • Representation of a confidential client on all legal aspects in connection with the acquisition of a telecommunications company. The instructions included transaction structuring, legal due diligence and drafting the transaction documentations. Transaction value: Confidential.
  • Representation of Orascom Telecom Holding SAE on the divestment of Liberties Telecom SA to Atlantique Telecom. The instructions included transaction structuring, legal due diligence and drafting the transaction documentations. Transaction value: Confidential.
  • Representation of Merrill Lynch in connection with the private placement of a minority stake of Eastern Tobacco SAE. The instructions included transaction structuring, legal due diligence and drafting the transaction documentations. Transaction value: Confidential.
  • Representation of BNP Paribas in connection with the acquisition of the majority stake in Misr International Bank. The instructions included transaction structuring, legal due diligence and drafting the transaction documentations. Transaction value: Confidential.
  • Representation of Valeant Pharmaceuticals in connection with the acquisition of Amoun Pharmaceutical S.A.E. The instructions included transaction structuring, legal due diligence and drafting the transaction documentation. Transaction value: USD 800 Million plus deferred payment (Signed July 2015 – Closing on-going).
  • Representation of AXA Insurance in connection with the acquisition of Commercial International Life S.A.E. The instructions included transaction structuring, legal due diligence and drafting the transaction documentation. Transaction value: EGP 780 Million (Signed July 2015 – Closing on-going).
  • Representation of Commercial International Bank (Egypt) S.A.E in acquiring the consumer banking business of Citibank in Egypt. Transaction value: Confidential – (Signed June 2015)
  • Advised the founders of EgySwiss Food, the leading local player in processed meat, poultry and fish, on the private placement of a minority stake in the group to a financial investor. Transaction value: Confidential (closed May 2015).
  • Representation of the purchasers in the management buyout of Pharos Holding (the holding company of a leading conglomerate in the non-banking financial sector) from Citadel Capital. The instructions included transaction structuring and drafting the transaction documentation. Transaction value: Confidential (closed February 2015).
  • Representation of Sonut in connection with the sale of its business to the Coca Cola Company. The instructions included transaction structuring, legal due diligence and drafting the transaction documentation. Transaction value: Confidential (closed December 2014).
  • Local counsel to selling shareholders (IDG (Abraaj Capital’s SPV) and HENA (Dr. Hend El Sherbiny and Dr. Momena Kamel’s SPV)) in connection with the sale of a 21% stake in the share capital of IDH (the largest private sector healthcare diagnostics service provider in Egypt) to Actis (a global pan-emerging market private equity firm). Transaction value: Confidential (closed December 2014).
  • Representation of the Commercial International Bank (CIB) in the acquisition of various hotel and real estate assets in the Port Ghalib Resort from Kharafi Group.  The instructions included transaction structuring, legal due diligence and drafting the transaction documentation. Transaction value: Confidential (closed December 2014).
  • Representation of Gulf Capital Credit in connection with granting a convertible investment equivalent to USD 25 million to an Oil & Gas group. The instructions included Egyptian legal advice, assistance with reviewing the transaction documents and with the enforceability of the legal opinion. Transaction value: USD 25 million (closed November 2014).
  • Representation of Egypt Otsuka, a subsidiary of Otsuka Holdings Co., in the acquisition of an 80% stake in Ateco Pharma Egypt.  The instructions included transaction structuring, legal due diligence and drafting the transaction documentation. Transaction value: Confidential (closed October 2014).
  • Representation of Gulf Capital in connection with the acquisition of a minority stake in Middle East Glass, a listed company on the EGX through (i) a mandatory tender offer; and (ii) a capital increase. Transaction value: EGP 350 million (closed September 2014).
  • Representation of Abraaj Capital in connection with the acquisition of 100% of the share capital of Cleopatra Hospital in Egypt. The instructions included transaction structuring, legal due diligence and drafting the transaction documentation. Transaction value: EGP 600 million (closed July 2014).
  • Representation of Abraaj Capital in connection with a mandatory tender offer for the acquisition of a minority stake in the share capital of Cairo for Investment & Real Estate Development S.A.E., a publicly listed company on the EGX. The total value of the acquisition is approximately EGP 74 million (closed July 2014).
  • Representation of Bull International Inc. in connection with a divestment of their Egyptian subsidiary. The instructions included transaction structuring, legal due diligence and drafting the transaction documentation. Transaction value: Confidential (closed July 2014).
  • Representation of the London-based private equity firm Eight Miles in connection with the acquisition of a minority stake in a chemical manufacturing group in Egypt. The instructions included transaction structuring, legal due diligence and drafting the transaction documentation. Transaction Value: Confidential (signed July 2014).
  • Representation of Arabian Cement Company, as well as EFG-Hermes and CI Capital as Joint Global Coordinators, along with Norton Rose Fullbright, on the first IPO since the 2011 revolution, for a total valuation of EGP 766,819,800 (approximately USD 107,237,755) (closed June 2014).
  • Representation of the US private equity firm Ripplewood Advisors L.L.C. in connection with the acquisition of a minority stake in Sixth of October Development & Investment Company (“SODIC”). The stake was acquired as a bulk deal from “October Property Development Limited” an EFG Hermes subsidiary. The instructions included transaction structuring, legal due diligence and drafting the transaction documentation. Transaction value: EGP 205 million (closed May 2014).
  • Representation of the US private equity firm Ripplewood Advisors L.L.C. in connection with the acquisition of a minority stake in Palm Hills Developments. The instructions included transaction structuring, legal due diligence and drafting the transaction documentation. Transaction value: Confidential (closed May 2014).
  • Representation of a pharmaceutical company in Egypt in connection with its internal restructuring. Transaction value: Confidential (closed May 2014).
  • Representation of Emirates International Investment Company in relation to a share swaps transaction and divestment of equity with Citadel Capital SAE. Transaction value: over EGP 1 billion (closed May 2014).
  • Representation of Al Karma Foods, a subsidiary of Wadi Degla Holding, on the acquisition of a minority stake in Gourmet Egypt, the leading Egyptian gourmet food retailer. Transaction value: Confidential (closed February 2014).
  • Representation of Litat in connection with the acquisition of 100% of Elko Steel SAE. The instructions included transaction structuring, legal due diligence and drafting the transaction documentation. Transaction value: EGP 195 million (closed January 2014).
  • Representation of Palm Hills Development in connection with the right issue of the company, a leading listed real estate company, on the Egyptian Exchange. The instructions included a limited legal due diligence, drafting of the prospectus and offering documents and representation of the client with all legal formalities in Egypt. Transaction value: EGP 500 million (closed December 2013).
  • Representation of the managers/founders of The Bakery Shop (TBS), the leading Egyptian bakery business, on the management buyout of the business and associated funding arrangements. Transaction value: Confidential (closed December 2013).
  • Representation of EnerSys in connection with Egyptian legal advice on the acquisition of Purcell Systems, Inc. and other stockholders. Transaction value: Confidential (closed: October 2013).
  • Representation of Litat in connection with the acquisition of a minority stake in Egyptian Company for Iron and Steel Products. The instructions included transaction structuring, legal due diligence and drafting the transaction documentation. Transaction value: USD 4.1 million (closed July 2013).

 

 

Key Contact

Omar BassiounyOmar Bassiouny
Founding Partner & Head of Corporate/M&A
T + (202) 2796 2042
omar.bassiouny @ matoukbassiouny.com

 

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