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Harneys advises LeniGas Cuba on reverse takeover of Knowlton Capital Inc

26 July 2016

International offshore law firm Harneys has advised LeniGas Cuba Limited on its reverse takeover of Knowlton Capital Inc. by way of a BVI scheme of arrangement, effective 12 July 2016. The restructuring will enable major foreign direct investment into Cuba’s growing economy.
Completion of the reverse takeover results in LeniGas Cuba becoming a wholly owned-subsidiary of Knowlton (re-named LGC Capital Ltd.) which will be listed on the Toronto Stock Exchange Venture Exchange as a Tier 2 investment company.
LGC Capital is one of the few public listed companies globally whose prime purpose is investing directly in the fast-growth Cuban economy. The enlarged group now has significant shareholdings in well-established businesses operating in the Cuban travel, events, TV and film production support, Human Resources, Cultural, Import & Export and oil and gas exploration sectors. Investment will take place directly through LGC Capital’s wholly owned subsidiary and specialist investment company, LeniGas Cuba. 
Harneys advised Leni Gas Cuba on British Virgin Islands law aspects of the deal, led by London Partner Rachel Graham and BVI Partner Andrew Thorp, and supported by Senior Associates Fergal McLoughlin and George Weston.
Rachel Graham, Partner in Harneys’ London office, commented: “This deal highlights the vital role of offshore in facilitating much-needed investment to emerging markets, which fuels critical infrastructure growth and has widespread benefits to globalising societies. The Cuban story is an exciting one and this scheme was managed within a very tight timescale. It is exciting to be involved with such an innovative investment company – we will watch the Group’s investment and growth in the region with interest.”
Harneys also advised LeniGas Cuba on its incorporation and listing on the ISDX Growth Market in late 2015. The firm fields a growing cross-border litigation team spanning the globe and regularly advises on high profile, complex litigation, dispute resolution and corporate matters.
Harneys has advised on a number of ground-breaking transactions over the past year, many of which have included global emerging or frontier markets. These include advising on the first Cyprus hedge fund to invest into Iran following sanctions lifting in early 2016, and on the Coinsilium IPO – the world’s first IPO of a blockchain investment company.
LeniGas was also advised by Michael Bennett and Joan Yu of Kerman & Co. on English law matters, while Neil Weiner and Sebastien Bellefleur of Fasken Martineau’s Montreal office advised on Canadian law.