Werksmans represented BLT, a company listed on the Johannesburg Stock Exchange, in the application to the Independent Communications Authority of South Africa (“ICASA” by Cell C Limited (“Cell C”) for approval to transfer control of Cell C’s licences to BLT’s wholly owned subsidiary, The Prepaid Company. Cell C is the 4th largest mobile operator (by subscribers) and the leading mobile virtual network operator in South Africa, and the holder of valuable service and frequency spectrum licences issued by ICASA.  This matter was key to ensuring the continued sustainability and viability of Cell C, which was technically insolvent, operating at a loss and burdened by unsustainable debt. The transaction was in the best interests of Cell C, its employees and customers. The transaction enhanced competition, promoted consumer interests and ensured sustainability in the ICT sector. Pursuant to the transaction, BLT acquired additional shares in Cell C, giving BLT a controlling interest, which allowed BLT to introduce strategic shareholder direction to Cell C. Werksmans provided strategic, technical and practical advice regarding structuring the deal and obtain regulatory approvals. Werksmans also drafted the applications for the regulatory approvals, responded to all requests for information from the regulators, drafted Cell C’s responses to comments and objections from interested parties, prepared documents for the hearings before the regulators, represented Cell C in the hearings before the regulators, and managed a team of economists and senior counsel. Notwithstanding the competitor opposition to the transaction, ICASA approved the transaction, unlocking the benefits of the deal. Post-transaction, Werksmans advised on post-transaction regulatory requirements, including preparing and submitting the requisite notifications to ICASA. In its SENS announcement announcing the ICASA approval, BLT stated that “this approval represents a significant milestone for Blue Label and a crucial step in advancing its strategy to obtain control over Cell C”.

After the deal closed, an indirect shareholder in Cell C has instituted proceedings in the High Court to review and set aside ICASA’s decision to approve the transfer of control. Werksmans is advising and representing Blu Label, TPC and Cell C in the litigation.