Latham & Watkins Advises on Vivo Energy and Engen Combination

Latham & Watkins has advised Vivo Energy on a transaction with Engen, combining their respective African businesses to create one of Africa’s largest energy distribution companies. The combined group will have over 3,900 service stations and more than 2 billion litres of storage capacity across 27 African countries. Engen is the clear market leader in South Africa and has around 1,300 service stations across 7 African countries. Vivo Energy is a major pan-African retailer and distributor of fuels and lubricants to retail and commercial customers, with over 2,600 service stations across 23 African countries, using the Engen and Shell brands.

As part of the transaction, Petronas will sell its 74% shareholding in Engen to Vivo Energy at completion. The Phembani Group, Petronas’ long-standing partner in Africa and Engen’s B-BBEE shareholder, is continuing its long association with Engen and will remain invested as a 21% shareholder in the South African business. The transaction will further benefit employees of Engen through a newly implemented 5% employee share ownership programme, resulting in Engen South Africa being 26% owned by previously disadvantaged parties.

The Latham team was led by London corporate partners Simon Tysoe and Hector Sants, with associates Emily Smith, Becky Wee, Conor Nolan, Michael Czarnota, and Francesca Forzoni. Advice on finance matters was provided by London partner David Ziyambi and associate Ali Stopford; and on tax matters by London partner Sean Finn and associate Lina Le Roux.  Advice on matters of South African law was provided by Werksmans Attorneys.  The transaction is currently pending regulatory approvals and fulfilment of conditions precedent.