Brian Malcomess

Director
About

Brian focuses on private and public mergers and acquisitions and also has experience in leveraged debt and structured finance transactions. In this area, he has advised senior, junior, and mezzanine lenders, preference share funders, and borrowers on all aspects of debt financing, including funding structures, risk allocation, and security arrangements.

Professional QualificationsAttorney of the High Court of South Africa, 2017

EXPERIENCE

  • Advising Capital Apartments and Hotel Group on the internal corporate restructure of its group and sale of 49.9% of the issued shares in its property holding company to the Government Employees Pension Fund, represented by the Public Investment Corporation.
  • Advising Tata International, on the joint venture with Mercuria Energy Group to expand global multi-commodity trading, accelerating Mercuria’s trading platform in India and internationally.
  • Advising Community Investment Ventures Holdings (CIVH) in respect of the 30% equity investment by Vodacom into a special purpose vehicle housing CIVH's fibre businesses (including Vumatel and Dark Fibre Africa) and the acquisition by such special purpose vehicle of fibre network infrastructure assets from Vodacom.
  • Advising various investors and Lula Lend in respect of a primary and secondary capital restructure of Lula Lend.
  • Advising DEG in respect of its co-investment with RNAF III Coöperatief U.A. in an Egyptian listed educational institution.
  • Advising Brockwell as the underwriter in respect of a warranty and indemnity insurance policy in relation to the acquisition of Engie Afrique by Ignite Power.
  • Advising Greywell Ventures on the acquisition of Tamodi, including a legal due diligence investigation on the target, negotiating and finalising the transaction documents and assisting with completion of the transaction.
  • Advising ASP Isotopes (ASPI) on its proposed acquisition, by way of a scheme of arrangement or a standby offer, of all the issued shares in Renergen Limited (Renergen), a JSE-listed natural gas operation, and its intended secondary listing on the JSE. Following a successful acquisition of Renergen issued shares, the shares will be delisted from the Johannesburg Stock Exchange.
  • Advising Graphic Packaging International on the acquisition of its South African distributor.
  • Advising Proparco, acting through its FISEA fund, in respect of its co-investment with Admaius Capital Partners in Saint Christopher Iba Mar Diop Medical School, one of the largest private medical training institutions in Francophone Africa.
  • Advising Beazley Insurance on the underwriting of the warranty and indemnity insurance policy taken out in respect of Beltone Capital's acquisition of Baobab.
  • Advising Shoprite in respect of its acquisition of the remaining 50% of Pingo, the company which administers the on demand delivery logistics for Checkers Sixty60.
  • Advising Barloworld on all aspects of a c.USD1bn cash offer from a consortium including the Barloworld CEO and Saudi Arabian-based Zahid Group to acquire all of the issued shares in Barloworld (save for certain excluded shares), by way of scheme of arrangement or standby general offer, and delist Barloworld from the JSE.
  • Advising a consortium composed of Proparco, IFU and SI-Adviser on a EUR25m investment in Imperium, a worldwide tea company based in Morocco.
  • Advising First National Bank in respect of a collaboration with the Retail Capital division of Tyme Bank in terms of which FNB will provide merchant cash advance services to its retail clients with the support of Retail Capital's infrastructure.
Languages
  • English

Awards

  • Legal500 (2023-2026) recommends Brian for Commercial, Corporate and M&A
Education
  • University of Stellenbosch - BAcc, LL.B.
  • University of Johannesburg - BComm (Hons)

Memberships And Affiliations

  • CA(SA)
  • South African Institute of Chartered Accountants (SAICA)