Abreu lead on Africatel selling PT Ventures to Sonangol for USD1bn

Abreu Advogados assisted in the sale of the entire share capital of PT Ventures, SGPS, SA by Africatel Holdings BV, a Dutch holding company controlled by the Brazilian Oi S.A., to the Angolan state owned company Sociedade Nacional de Combustíveis de Angola, Empresa Pública – Sonangol E.P.

PT Ventures is a Portuguese holding company, which owns several assets, including shareholdings in two Angolan companies (Unitel 25%) and (Multitel 40%), credit rights arising from dividends declared for distribution by Unitel, already matured but still unpaid, as well as a set of rights arising from the final award rendered in the ICC arbitration proceedings (Paris), which opposed PT Ventures to the other shareholders of Unitel.

The transaction, concluded last 24th January, was coordinated by Guilherme Santos Silva, Partner at Abreu Advogados, working with Partners Miguel Teixeira de Abreu and Paulo de Tarso Domingues, Professional Partners Pedro Alves da Silva, Marta Romano de Castro and Rodrigo Formigal and Associates Mariana Duarte and António Frusoni Gonçalves.

Several of the firm’s practice areas were involved, including M&A, Arbitration, Litigation, Corporate, Tax, Banking and Finance.

The transaction was rather complex for it involved assets and rights in different jurisdictions, involving different law firms in several countries, coordinated by Abreu. The transaction’s significant size and value is considered one of the biggest M&A transactions targeting a Portuguese company, negotiated and completed between 2019 and 2020.

Abreu’s team has been assisting PT Ventures since 2013, notably regarding its shareholding in Unitel, in coordination with other law firms from several jurisdictions, including Angola, France, UK, BVI and The Netherlands. From several matters and proceedings, relevance should be given to the already mentioned ICC Arbitration (Paris) case, in which Abreu teamed up with White & Case LLP; the arbitration was brought by PT Ventures against the 3 other shareholders in Unitel, who in their turn filed a counterclaim against PT Ventures; in February 2019, the Tribunal rendered its Final Award, ordering the remaining Unitel shareholders to pay to PT Ventures an indemnity of more than USD 650 million, plus interest and arbitration fees and costs in excess of USD 12 million and dismissing the counterclaim against PT Ventures.