There is no gainsaying the fact that Nigeria’s foreign exchange earnings and external reserves have been adversely affected by the devastating impact of the decline in oil prices in the global marketplace. This state of affairs – coupled with the precipitous depreciation of the value of the naira, the policy uncertainties of the past few years, a decline in home remittances by Nigerians abroad, as well and lingering foreign exchange (or forex) liquidity challenges– have led to a discernible decrease in foreign direct and portfolio investment, and particular in Mergers and Acquisitions (or M&A) activities in the country.
M&A and Investment transaction structures appear to have evolved and to have been devised to address, or at least mitigate, potential exposure to current and emerging economic challenges. Certain transactions have utilized convertible note and convertible equity-link note structures in preference to traditional equity acquisitions, signaling the increasing interest in low finance and alternative capital structures.
As the Nigerian Bar Association’s Section on Business Law ( NBA-SBL) holds the 2018 edition of its Mergers, Acquisitions & Corporate Reorganization Committee 2018 Annual Seminar with the theme, “Recurring Issues in Mergers and Acquisitions in Nigeria”in Lagos, a number of questions arise, including – but not limited to – the following:
- What have been the key trends in the merger and acquisition market in your jurisdiction over the past one year, and which particular sector has been the most active?
- What M&A deal flow has your market experienced, and how does this compare with previous years?
- What have been the most significant trends or factors impacting deal structures?
- Is your market driven by public or private M&A transactions, or both? What are the dynamics between the two?
All these and many other lingering problems in mergers and acquisitions are set to be resolved at the NBA-SBL Mergers, Acquisitions & Corporate Reorganization Committee 2018 Annual Seminar on the 3rd of May, 2018 at the Four Points by Sheraton Hotel, Plot 9-10, Block 2, Oniru Chieftaincy Estate, Victoria Island, Lagos.
The seminar, which is slated to comprise seven discussion sessions, will commence with Welcome Addresses by the Chairman of the NBA-SBL, Mr. Olumide Akpata, and the chairperson of the Reorganization Committee 2018 Annual Seminar, Mrs. Olayemi Anyanechi.
A Partner in the Lagos-based law firm, Templar’s, where he heads the Corporate and Commercial Practice Group, Olumide Akpata boasts over two decades of experience in advising clients on various aspects of Nigerian corporate and commercial law. He has been recognised as a leading Mergers & Acquisition lawyer in Nigeria, having valuable experience in advising local and international clients in his area of practice – notably on the impact of Nigerian law on their investments and/or operations in the country,especially regarding the establishment of local subsidiaries, corporate governance and compliance, mergers, acquisitions and corporate restructuring, labour and immigration, regulatory issues and tax. He acts for several clients on a wide range of Immigration and Labour matters including the setting up of private pension schemes, employment contracts and general immigration compliance.He advised on the restructuring of the Nigerian electricity sector and the unbundling of the national power utility. A regular speaker at local and international conferences and seminars, Akpata is the Vice-Chair (W/Africa) of the International Bar Association’s Africa Regional Forum.
The seminar committee chair, Olayemi Anyanechi is the Managing Partner of SelftonFross, a law firm specializing in business and finance law, where she is as the Partner in charge of the firm’s banking and finance and energy and infrastructure practice. In her over decades of experience, she has advised in a significant number of the largest and most sophisticated transactions across diverse industry sectors in Nigeria.
An astute lawyer and a prolific speaker and writer, Anyanechi sits on the Editorial Board of the Financial Regulation International. A member of the Advisory Board of the International Energy Law Advisory Group (IELAG), a unique legal and regulatory projects consultancy.
The assembled conferees at the Seminar will hear a goodwill message from Oscar N. Onyema, OON, who is the CEO of the Nigerian Stock Exchange, a position he assumed in 2011, after a twenty-year stint in US financial markets and the Nigerian information technology sector.
The keynote speaker at the event will be acting Director-General of the Securities and Exchange Commission (SEC) Mary Uduk, whose career as a regulator has spanned many functions and departments in the SEC, ranging from corporate finance, and administration, to providing structural policy and due diligence for capital market transactions.
Other guest speakers include the aforementioned DG of the Nigerian Stock Exchange, Onyema, and John Basnage, the Managing Partner of the UK-based law firm, Anthem Advisory, where his practice is primarily transactional and focuses on capital markets, international mergers and acquisitions, and general corporate advice to private and public companies.
Before the panel discussions, Dapo Okubadejo, who is a Partner & Head of Deal Advisory Services in KPMG, a global network of professional firms providing Audit, Tax and Advisory services, and also heads the Deal Advisory African practice, will give an overview of the mergers and acquisitions space in Nigeria. Okubadejo is also responsible for thought leadership and liaisons with global clients on in-bound investments into Africa, as well as with African conglomerates & multinationals in cross-border deals.His representative clients include, amongst others,PE firms and strategic and financial investors.
In addition to these five headliners – Akpata, Anyanechi, Uduk, Onyema,Basnageand Okubadejo– the lineup of the seven discussion sessions will feature a rich faculty of speakers and panelists.
The theme of the first session, “Current Developments in Mergers & Acquisitions”which is to be moderated by the Seminar Committee chair, Mrs. Anyanechi, will be explored by a distinguished panel comprising John Chukwu (CEO, Cowry Asset Management Limited); Sunday Oroleke (Legal Adviser, Leadway Assurance Co. Ltd.); Rachel Olenloa, Assistant Director at the SEC); Isa Alade (Partner at Banwo&Ighodalo); and Tolu Osinibi, Executive Director, FCMB Capital Markets Ltd.).
Session Two, titled, “Overview of the M&A Market – Issues and Trends” will be anchored by a single panelist in the person of the aforementioned John Basnage.
Session Three, titled, “Acquisitions: Structures, Current Trends & Regulatory Challenges” will be moderated by Mrs. Christine Sijuade (Managing Associate, Udo-Udoma & Belo-Osagie), who will be assisted by a panel comprising Ben Unaegbunam(Partner, Adepetun Caxton-Martin Agbor&Segun Law); Alex Osho (Head, Financial Advisory at FBN Capital); KemiAwodein (MD, Chapel Hill Denham); Chinyereugo Ugorji(Partner, Aelex); and Segun Onakomaiya (Vice-President, Synergy Capital Markets).
Session Four, titled, “Case Study in Acquisitions” will be anchored by KemiAwodein of Chapel Hill Denham.
Session Five, titled, “External Restructuring as a Process for Value Enhancement Within Group Companies” will be moderated by Folasade Olusanya (Partner at Jackson, Etti & Edu), who will be assisted by a panel comprising Rachel Olenloa (Assistant Director at the SEC); Olufemi Alabi (Partner, Transaction Advisory Services at EY Nigeria); Sola Carrena (Head, Financial Advisory at Stanbic IBTC Capital Ltd.); Ogonna Chinedu-Eze (Legal & Compliance at Lafarge Africa Plc); and Zelda Akindele (Partner at Templars).
Session Six, titled, “Case Study on Corporate Restructuring” is slated to be anchored solely by Jubril Enakele (MD/CEO at Zenith Capital Ltd.), while the seventh and last session of the day, which is a regulator question-and-answer session, will be moderated by Babajimi Aworinde (Partner at The New Practice), who will be assisted by the aforementioned Rachel Olenloaof the SEC; as well as Bola Ajomale (MD/CEO, NASD OTC Securities Exchange Plc); and Irene Robinson-Ayanwale (Head of Legal Department at the Nigerian Stock Exchange).
The vote of thanks at the end of what promises to be an eventful and intellectually gratifying programme of discussion and engagements will be given by Ozofu Latunde-Ogiemudia (Vice-Chairman of the NBA-SBL Mergers, Acquisitions & Corporate Reorganizations Committee).
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