Primah Atugonza Kyambadde

Background

Primah is an Associate in the Commercial Transactions team. Primah practices with both the Corporate Advisory and the Property, Banking and Finance teams.

Consequently she has the ability to advise on transactions right from the due diligence processes involved in either setting up or acquiring a company in Uganda to advising on both debt or equity finance and finally preparing or advising on transaction documents for both debt and equity financing.

Primah holds an LLM from Harvard Law School and has been called to the New York State Bar. She also holds a Bachelor of Laws Degree from Makerere University and a Post graduate Diploma from the Law Development Centre.

Primah has in the past been seconded to Anjarwalla & Khanna in Nairobi Kenya and the Capital Markets Authority of Uganda.

Primah is a published author and an aspiring aerobics instructor.

Membership In Professional Societies

• Advocate, High Court of Uganda
• Member, Uganda Law Society
• Member, East Africa Law Society
• Member, American Bar Association
• Member, New York Bar Association

Professional Qualifications

• 2011 B (Hons), Makerere University, Uganda
• 2012 L.P law Development Centre
• 2014 M, Harvard Law School,
• 2015 New York Bar Admission

Career Summary

• 2014 - DATE Associate MMAKS Advocates, Uganda
• 2013- 2013 Project Officer, Human Rights Network Uganda
• 2011 - 2012 Legal Assistant, MMAKS Advocates, Uganda

Areas Of Expertise

• Banking and Finance
• Corporate Finance
• Corporate M&A
• Capital Markets
• Private Equity

Top Matters

• Currently advising a multinational entity on a financing of USD 50 million to a local bank in Uganda. My role involves reviewing the facilities agreement and advising on a debt to equity conversion of part of the financing.
• Currently advising a multinational private equity firm in its financing of USD 12 million to a multinational entity and its subsidiary in Uganda. My role involves reviewing the facility agreement, Ugandan security documents and providing general advice and assistance on Ugandan law matters in respect to the finance and security documents.
• Currently advising two international lenders on their financing of USD 12.3 million to a local company for the construction of a solar power plant in Uganda. My role involves conducting a due diligence on the Borrower, reviewing an English law facility agreement, an implementation agreement, a direct agreement and a power purchase agreement, drafting of security documents including mortgages, debentures and charges over shares, review and comment on the licenses and approvals to be obtained under Ugandan law to operationalize the transaction and issuing a legal opinion on the capacity validity and enforceability of the documentation from a Ugandan law perspective.
• Currently advising a United Kingdom based private equity firm on a financing to a Ugandan company for agricultural related activities. My role involves review of an English law loan agreement, review of the English law inter-creditor agreement and drafting of the security documents including a mortgage, debenture and charge over accounts.
• Currently advising a Ugandan University on a financing from its parent company in the form of a downstream loan arising out of financing by a United States Government agency to the parent company. My role involves conducting a due diligence on the university, and issuing a capacity and enforceability opinion on behalf of the Borrower.
• Advised a multinational publicly listed financial institution on the restructuring process involving a transfer of the majority shareholding to a special purpose vehicle including seeking exemptions and authorisations from the different national regulators such as the Capital Markets Authority and Bank of Uganda;
• Advised a development finance institution regarding its financing of USD 13 million to a local company for the construction of a 5.6MW hydro power plant in Uganda under the GET Fit program;
• Advised a development finance institution regarding its financing of USD 10.6 million to a local company for the construction of a 9.2MW hydro power plant in Uganda under the GET Fit program.
• Collaborated with the Capital Markets Authority on the drafting of the Collective Investment Schemes (Real Estate Investment Trusts) Regulations,2015
• Conducted legal due diligence reviews on multiple companies in sectors such as energy, sugar manufacturing, telecoms as pre-requisites to syndicated loan transactions for financial institutions and development finance institutions.
• Involved in the preparation and registration of securities for local banks.