Nortons Inc. represented Unilever plc (“Unilever”) in securing unconditional competition approval in respect of the South African phase of its acquisition of the Alberto Culver Company (“Alberto Culver”). The transaction entailed representing Unilever in acquiring sole control over Alberto Culver. Unilever manufactures fast moving consumer goods and has over 400 brands, spanning 14 categories of home, personal care and food products globally. Alberto Culver is a company based in the United States, which develops, manufactures and markets personal-care products. In South Africa, Alberto Culver markets certain hair-care products. Following a series of queries, the Tribunal, in March 2011, unconditionally approved the South African phase of Unilever’s acquisition of Albert Culver.
Nortons Inc. recently acted for Absa’s subsidiary AllPay Consolidated Investment Holdings (Proprietary) Limited (“AllPay”) in proceedings, brought before the North Gauteng High Court, to review and set aside a ZAR10 billion Government tender to distribute social grants nationally. The tender was awarded to Net1 UEPS Technologies’ subsidiary Cash Paymaster Services (“CPS”) by the South African Social Security Agency (“SASSA”). Under the previous contract, AllPay was the incumbent service provider in five provinces. AllPay launched an application for the tender to be reviewed and set aside, and asked the court to order SASSA to issue a fresh tender after it came to light that the tender was marred by procedural unfairness. The tender is the largest since the much-publicised “arms deal” transaction and has a direct effect on about 15 million of the poorest and most vulnerable South Africans who rely on social grants. The High Court found that the tender was illegally awarded.
During November 2011, Anglo American plc (“Anglo”) announced an agreement whereby it acquired an incremental interest in De Beers, thereby increasing its 45% shareholding in the world’s leading diamond company to up to 85%. Anglo entered into an agreement with CHL Holdings Limited (“CHL”) and Centhold International Limited (“CIL”), together representing the Oppenheimer family interest in De Beers (“CHL group”), to acquire their 40% stake in DB Investments and De Beers SA (“De Beers”). The transaction sees the Oppenheimer family, which has controlled De Beers for over 80 years, exiting the diamond industry. Anglo has been a significant shareholder in De Beers since 1926, and has been its largest shareholder since De Beers became a private company in 2001. Nortons Inc. acted for Anglo and the CHL group in notifying the transaction and obtaining the necessary approvals in Southern Africa.
Nortons Inc. advised Caxton and CTP Publishers and Printers in a review of the Commission’s decision to approve unconditionally the small merger between Paarl Media (Proprietary) Limited and Primedia@Home, a division of Primedia Limited. On review, the Tribunal ordered that the Commission’s decision be set aside and that the merger be remitted to the Commission to be considered afresh by a new team of investigators. The merger was subsequently prohibited by the Commission. The Commission found that this transaction would substantially lessen competition in the market for knock-and-drop leaflet distribution.
Nortons Inc. acted for BP Southern Africa (Proprietary) Limited (“BPSA”) in relation to a joint venture arrangement in terms of which BPSA acquired a 50% undivided interest in Sasol’s Alrode fuel storage depot, and Sasol acquired a 50% undivided interest in BPSA’s Waltloo fuel storage depot. This merger involved the petroleum sector.
Nortons Inc. acted for Lonrho Agribusiness (BVI) Limited in its acquisition of the perishable-cargo agency division of Grindrod (South Africa) (Proprietary) Limited. This merger involved the perishable-cargo sector.
The Dalai Lama was recently unable to attend Archbishop Emeritus Desmond Tutu’s 80th birthday celebrations in South Africa due to the Department of Home Affairs’ (the “department”) failure to grant him a visa. The legality and constitutionality of the department’s widely criticised conduct was challenged in an application launched by two opposition political parties in the Western Cape High Court. On 29 November 2012, the SCA upheld an appeal by leaders of the Inkatha Freedom Party (“IFP”) and Congress of the People (“COPE”) against the Minister of Home Affairs for not granting a visa to the Tibetan Buddhist spiritual leader. The SCA held that the Minister of Home Affairs had acted unlawfully by “unreasonably [delaying] her decision” to grant a visa. The SCA concluded that the reason for such a delay was to avoid putting strain on South Africa’s political relations with China, which is asserting sovereignty over the Dalai Lama’s country of Tibet. The SCA stated that: “… the evidence is an inference that the matter was deliberately delayed so as to avoid a decision. It hardly needs saying that the Minister is not entitled to deliberately procrastinate.” Nortons Inc. represented COPE in this matter.
Nortons Inc. is currently representing 12 Midrand residents (the “Applicants”), on a pro bono basis, in opposing Eskom’s (South Africa’s state-owned electricity provider) proposed upgrade of certain electricity lines in the Midrand and Kyalami residential area in Gauteng. This has resulted in the carrying capacity growing from 88kV to 132kV and large pylons being built with power cables transversing residential properties. The pylons were originally ‘kyte mono poles’ (essentially a pole with approximately 3 power cables) that have now been replaced with large steel lattice structures carrying up to 12 lines. In some cases, the lines extend over residential properties, and large steel lattice structures have arisen where there were previously no pylons in the property owners’ gardens. The Applicants allege, inter alia, that Eskom has not received certain statutory approvals, such as environmental authorisation and municipal zoning. The Applicants also allege that Eskom has not sufficiently considered the possible health risks, including childhood leukemia, associated with living in close proximity to high-voltage power lines. The matter is set down for hearing in mid 2013.
Nortons Inc. acted for both parties in the South African leg of Sony Corporation’s acquisition of the remaining 50% shareholding in Sony Ericsson Mobile Communications AB, which it did not already own, from Telefonaktiebolaget LM Ericsson.
Nortons Inc. acted for De Beers Group in an internal restructuring transaction between De Beers and the Government of Namibia, in relation to De Beers Marine Namibia. This merger involved the diamond-mining sector in Namibia.