Corporate Finance

We acted for Liaison Capital Limited in relation to the financing of up to KES 23.5B for the construction of 10,000 units for the Ministry of Defense through the support of the Ministry of Lands, Public Works Housing and Urban Development, State Department of Housing and Urban Development. The bank financing was secured by the proceeds of the Affordable Housing levy under the Affordable Housing Board. Our role included providing legal advisory on the proposed structure of the Project, review the applicable laws, review of the security documents, drafting the definitive agreements, negotiating with potential financiers, review of the relevant letters of offer, financing agreements, finance undertakings and supporting in the performance of the conditions precedent.

We advised Orbit Products Africa Limited in its issue of a USD 15 Million Commercial Paper through a private placement.

We were the legal advisors to Centum Real Estate Limited in its issue of a KES 4 Billion Zero-coupon Equity Linked Bond (with a KES 2 Billion Greenshoe option), and its subsequent listing on the Nairobi Securities Exchange. Our role including assisting with the drafting of the Information Memorandum, Supplemental Memorandum for the listing, Security Trustee arrangements, among others, and obtaining approval of the Capital Markets Authority.

Acted for a borrower in the agri-manufacturing sector in a USD 7.5 Million transaction involving a German Development Finance Institution.  Our role included assisting the client to prepare its data room for the lender due diligence, negotiating the facility agreement and security package, undertaking corporate and governance reorganization as required under the conditions precedent, including subordination of shareholder loans, and discharging prior securities granted by the client to other lenders.

We were the legal advisors to Two Rivers Development Limited in its issues of KES 1.8 Billion and KES 2 Billion Commercial Papers. Our role included conducting legal and tax due diligence, drafting Loan Note Instruments, and accompanying corporate partial guarantee.

We acted for Twiga Foods Limited in a series of complex Seed Stage and Series A financing transactions valued at tens of millions of dollars which involved both equity and debt investments by several high net worth individuals and funds from several international jurisdictions. Our role included negotiating and drafting term sheets, convertible investment instruments, share subscription agreements, creation of preference shares, and shareholders agreements, among other documents.

We advised EFFCO Solutions Kenya Limited in its issue of a USD 2 Million Commercial Paper through a private placement