profile for charles douglas - partner

BA (University of KwaZul-Natal);
LLB (University of Cape Town);
LLM (University of the Witwatersrand)

Charles Douglas is a partner in Bowman Gilfillan’s Corporate Department, specialising in mergers and acquisitions, capital markets, general corporate and commercial and regulatory advice.

Charles commenced training at Bowman Gilfillan in 2000 and was with the firm for five-and-a-half years before undertaking an 18-month secondment to the Sydney office of Allens Arthur Robinson during 2005 and 2006. Charles has been a partner of Bowman Gilfillan since the beginning of 2007.

Charles is also admitted as a lawyer of the Supreme Court of New South Wales in Australia.

Recent MandA transactions that Charles advised on include:

• Advising SABMiller in respect of its R7.3b BEE transaction being implemented in South Africa by The South African Breweries Limited (and which transaction is the recipient of the 2009 DealMakers deal of the year award);
• Advising ThyssenKrupp Engineering in relation to R400m merger of its Uhde and materials handling businesses with the industrial projects business of PDNA Consulting Engineers, signed in March 2010;
• Advising Coal of Africa Limited in respect of its cash placing of approximately GBP59.6m, and related acquisition of NuCoal Mining for R650m, which transaction was closed in January 2010;
• Advising PPC in respect of its R2.7b BEE transaction, which closed in December 2008, and its unbundling from Barloworld in 2007;
• Advising Metorex in relation to the disposal of 15% of Vergenoeg Mining Company for R108m in 2009, and the acquisition by Metorex of shares in CRC, an AIM listed company with mining interests in the DRC;
• Advising Denham Capital, a US private equity firm, in respect of its investment in BioTherm Energy, a South African developer, owner and operator of renewable and clean energy generation projects;
• Advising Barloworld in relation to its R1.9 billion BEE transaction;
• Advising a bidder in respect of the sale of Independent Liquor, a New Zealand company; and
• Advising PandO in respect of the sale of its global cold logistics business to Versacold, a Canadian company.

Charles’ capital markets experience includes the following:

• Advising ASX listed Resource Generation in relation to its secondary listing on the JSE in July 2010;
• Advising Metorex in respect of its claw back offer intended to raise a minimum of US$100 million through the issue of 250 million new Metorex ordinary shares, implemented in the first half of 2010, as well as Metorex’s 2005 capital raising exercise for that company’s Ruashi project in the DRC; and
• Advising BHP Billiton in respect of its 2006 share buy-back programme

On the project finance front, Charles has advised Metorex in respect of its 2010 Ruashi project finance debt restructure, its R3 billion capital and debt restructuring program in the last quarter of 2008, and Metorex’s US$170 million project finance facility for phase II of its Ruashi copper and cobalt mining operations in the DRC.

In the regulatory area, Charles has been involved in advising the liquor industry in relation to new national and provincial liquor legislation and various multinational and local pharmaceutical companies, in relation to corporate, MandA and regulatory matters.

Areas of Practice

Corporate

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