DealMakers - 2022 Annual
Johan Holtzhausen (PSG Capital)
This is the second year that Johan has been shortlisted for the Ince Individual DealMaker of the Year. In 2019, the Independent Panel commented that Johan’s background made him a formidable financial adviser – equally comfortable providing advice in commercial and structuring aspects of deals.
During 2022, Johan, who has been at the forefront of South African dealmaking for the past 24 years, led his team in the PSG Group restructuring which involved the unbundling to shareholders of its six JSE-listed companies, two of which were dual-listed (R19,4bn), a scheme of arrangement for the repurchase of PSG shares representing the unlisted portfolio (R3,15bn) and the concurrent delisting of the group. With the transaction being the first of its kind in South Africa, many ‘uncharted waters’ had to be traversed.
DealMaker of the Year
Johan was intricately involved in all aspects of the transaction – from the idea conceptualisation, which included considering various strategies and mechanisms for PSG Group, to the refinement of the final strategy, and he was the key driving force behind the implementation of that strategy. His hands-on approach expedited the process to a period of seven months from initiation to conclusion, a considerable feat considering the various stakeholder and regulatory approvals required. Skilful negotiation and detailed tactical planning were also required in order to ensure buy-in and approval from all stakeholders – a process which was run concurrently.
Johan is highly respected by his peers for his hands-on approach, while also providing team members with the opportunity to grow and take responsibility. His in-depth legal, regulatory and financial background perfectly place him to initiate and implement the most complex of transactions, and his positive attitude inspires the rest of his team to achieve a unique outcome each time.
With technical expertise across multiple practice areas, Johan has led and advised on numerous listings, mergers, acquisitions, capital raisings, private equity and BEE transactions, both in South Africa and abroad. His ability to think outside the box when structuring deals has benefited many of his clients and their respective stakeholders, especially in complex situations. His notable transactions from the past few years include the 2019 Brunswick Deal of the Year awarded by DealMakers to PepsiCo for the acquisition of Pioneer Foods (R23,6bn) and PSG Group’s unbundling of its 28.11% stake in Capitec (R28,9bn). Other significant transactions worked were for clients including Capevin, Capespan, Curro, Sirius, Schroders, Stadio and Zeder.
An admitted attorney and member of the Law Society, Johan is the Managing Director of PSG Capital, the firm he has built from scratch. Prior to his time at PSG Capital, he was appointed by the Minister of Finance as chairperson of the Special Income Tax Court for Gauteng.
Comment from the Independent Panel: The panel recognised Johan’s deep involvement at both strategic and execution levels in the PSG unbundling and delisting, noting that ‘his fingerprints are all over this transaction’.
The leading candidates in alphabetical order
Charles Young (Bowmans)
Partner and Head of Mining at Bowmans, Charles has led many high-profile and intricate transactions in the African resource sector. Specialising in mergers and acquisitions, capital markets transactions and general corporate and commercial law, he has also worked in London, New York and New Zealand.
Christo Els (Webber Wentzel)
Christo’s role as Senior Partner at Webber Wentzel has in no way detracted from his role as a leading dealmaker for the firm. Said one industry peer, “Christo balances his responsibility as senior partner of the firm and adviser to his clients well, never compromising one for the other”.
He led teams in three transformational transactions during 2022, two of which were shortlisted for the Brunswick Deal of the Year.
Other notable deals included advising Harmony Gold Mining on its acquisition of AngloGold Ashanti’s remaining operations in South Africa for $300m (R2,96bn), advising Orion Mine Finance on a complex $200m gold streaming arrangement and a $100m platinum streaming arrangement with Platreef Mine, a subsidiary of Ivanhoe Mines, and advising German chemicals manufacturer, Lanxess on its disposal of its 73.95% stake in Lanxess Chrome to Clover Alloys.
The shortlisted deals were the take private by the Manta Bidco consortium of Mediclinic International, and the Sanlam/Allianz joint venture of their insurance assets in Africa, which has won the 2022 Deal of the Year. In addition, Christo worked with Walmart on the acquisition of the remaining shares in Massmart. He also provided strategic advice on a number of matters, including Gold Fields’ proposed acquisition of Yamana Gold, and the disposal and repurchase programme implemented by Naspers and Prosus.
Christo has advised on a number of high-profile deals over the years, such as the Old Mutual plc Managed Separation; advising on the African aspect of AB InBev’s takeover of SABMiller; Woolworths’ R23bn takeover of Australia’s David Jones; and Mercer Africa’s acquisition of a 34% interest in Alexander Forbes.
Christo is held in high regard by his peers, who see him as extremely commercial and solutions oriented, a mixture of skill appreciated by clients when navigating very complex transactions. Clients seek him out for his wise, commercially pragmatic and high strategic advice, as well as his personable manner and calm demeanour. His ability to form lasting relationships with clients and market participants alike enables him to lead large teams across different practice areas and firms to achieve the goal. Said one client of Christo, “he is an outstanding professional with great commercial instincts. He is technically superb, a creative thinker, and he has extensive experience to draw on. He is good, with all-round leadership skills, and he is a trusted advisor”. A colleague remarked that junior lawyers within the firm are always eager to work on transactions with him, not only because of how much they learn, but because they have fun doing so!
He has over 25 years of experience in the areas of corporate law and M&A, making the shortlist of candidates for DealMaker of the Year five times, and taking the title in 2011. Christo graduated from the University of Pretoria and went on to read a Master’s degree in Tax Law (cum laude) from Unisa. He joined Webber Wentzel as a candidate attorney.
Charles – who has represented a number of international clients from a range of jurisdictions including Australia, Canada, China, the European Union, Japan, the UK and the USA – worked on several high-profile transactions over the past two years. He led the team on behalf of NYSE-listed Ardagh Group on its entry into the African glass-packaging market with its acquisition of Consol, in a deal valued at $614m (R10bn). The deal raised significant regulatory implications in terms of exchange control and competition approvals across the different African jurisdictions, with a multiple of selling
shareholders. In another complex cross-border deal, Charles led the team representing Yamana Gold on its proposed acquisition by Gold Fields in a transaction valued at $6,7bn (R103,85bn) – the deal was terminated because Yamana received a superior offer.
His philosophy on practice is to work collaboratively with other partners, thereby providing creative solutions to complex problems. His knowledge across the spectrum of legal topics and his immense experience in cross border transactions have gained him wide recognition in both local and international markets. He has been described as responsive and approachable despite any other pressures he may be under, offering pro-active advice with a skilful ability to co-ordinate all legal workflows across a multitude of jurisdictions.
Charles has an LLM from Yale Law School in the USA and a BCom and LLB (Hons) degrees from the University of Canterbury in New Zealand. He is admitted as a solicitor of the Supreme Court of England and Wales, attorney at law in the State of New York, and a barrister and solicitor of the High Court of New Zealand.
Comment from the Independent Panel:
Charles is commended for his impact on various transactions, particularly in the resources sector, and in his collaborative working approach.
Comment from the Independent Panel: Christo was involved in a number of the largest deals in the market in 2022, with his experience and acumen evident.
Michael Dempster (Standard Bank)
Michael, a corporate finance executive at Standard Bank, is a qualified CFA, CA(SA), FRM, and a graduate of Rhodes University. He joined Standard Bank Group from Standard Chartered in 2021, prior to which he worked at various audit firms in the UK.
In 2022, Michael advised on two high profile and public M&A transactions in the local market – advising Walmart on its acquisition of the remaining stake in Massmart (R6,4bn), and working with Allianz on its joint venture with Sanlam, advising on the amalgamation of their respective African assets in a deal valued in excess of R33bn. The combined operations of Sanlam and Allianz will create the premier pan-African, non-banking financial services entity, operating in 27 countries across the continent, and the deal has been named the winner of the Brunswick Deal of the Year 2022.
Comment from the Independent Panel: Michael’s personal contributions on some of the largest deals of the year, namely the Sanlam/Allianz JV and the Massmart/Walmart take private were noted.
Michael also advised the African Finance Corporation on its $100m (R1,7bn) equity investment from the Public investment Corporation, which is a catalyst for private sector-led infrastructure investment across Africa, allowing the PIC to deliver on that mandate and to diversify its growing portfolio.
Clients have found Michael to be calm, knowledgeable, helpful and responsive throughout the negotiation process, and they appreciate his innovative thinking and ability to seamlessly deliver and execute complex transactions involving interactions with multiple regulators across various countries and under time pressure.