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Goodmans Deals & Cases

This section contains brief summaries of selected significant cases and transactions.  You'll also find representative lists  - by year - of major transactions and cases where Goodmans' involvement is a matter of public record or where inclusion in the list has been authorized by our clients.

Proposed Strategic Transaction Between Helios Holdings Ltd. And Fairfax Africa Holdings Corp.

2020

Areas Corporate and Commercial

Summary

Goodmans LLP acted for the Special Committee of the Board of Directors of Fairfax Africa Holdings Corporation (TSX: FAH.U) (“Fairfax Africa”), in relation to its proposed strategic transaction with Helios Holdings Limited (“Helios”) for the combination of their complementary businesses on one unified platform.

 Helios will contribute certain economic streams (from the management and performance fees arising from current and future Helios funds) to Fairfax Africa in exchange for a 45.9% equity and voting interest in the pro forma share capital of Fairfax Africa (the “Transaction”). Fairfax Financial Holdings Limited (“Fairfax Financial”) will retain voting control of the combined entity.

 On closing of the transaction, Fairfax Africa will be renamed Helios Fairfax Partners Corporation (“HFP”) and continue to be listed on the Toronto Stock Exchange.    

 Fairfax Africa Holdings Corporation is an investment holding company traded on the Toronto Stock Exchange whose objective is to make investments in African businesses.

 Helios Holdings Limited is the leading Africa-focused private investment firm.

This matter is significant because:

  • Created the leading pan-Africa focused listed alternative asset manager with unique capabilities to invest across the continent
  • Highly strategic transaction involving the combination of a best-in-class third party investment manager with a publicly listed permanent capital vehicle
  • Unique transaction required development of bespoke and complex transaction structure