Deals

Mallesons advises on $US200 million acquisition

Lawyers Weekly — Wed, 17 Mar 2010 23:30:00 GMT

Mallesons Stephen Jaques has advised US investment bank Greenhill & Co on its acquisition of Australian financial advisory group Caliburn Partnership, valued at $US200 million ($216 million).

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Allens leads bid for Arrow Energy

Lawyers Weekly — Thu, 11 Mar 2010 00:27:00 GMT

Allens Arthur Robinson has announced it is acting for Royal Dutch Shell on its bid for Brisbane-based international coal seam gas company, Arrow Energy.

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HopgoodGanim on $20 million share placement

Lawyers Weekly — Tue, 09 Mar 2010 00:27:00 GMT

Brisbane firm HopgoodGanim has advised the ASX-listed gold producer Norton Gold Fields (NGF) on a private placement of almost 80 million shares to China Precious Metal Resource Holdings (CPM).

At 25 cents per share, the placement raised almost $20 million before costs, and equates to 14.6 per cent of NGF's total capital.

HopgoodGanim lead partner Michelle Muscillo said the placement has strengthened NGF's balance sheet and is indicative of an ongoing appetite for stakes in Australia's resources sector.

"The shares were issued to China Precious Metal Resources Holdings at a 34 per cent premium, which is a great result for Norton Gold Fields," said Muscillo.

"This transaction demonstrates the continuing interest of foreign investors in Australia's resources industry."

DibbsBarker guides takeover bid

Lawyers Weekly — Tue, 23 Feb 2010 07:17:00 GMT

DibbsBarker has advised financial services company Xplore Capital Ltd in a takeover bid by ASX listed Firstfolio Ltd.

Firstfolio made a bid to takeover all of Xplore Capital's issued shares and the parties have now entered into a Takeover Bid Implementation Agreement.

Under the agreement, Xplore Capital's shareholders have been given two options for their shares: a cash alternative, valued at approximately $3.08 million, or a cash and share alternative.

The DibbsBarker team, which provided assistance to the directors of Xplore Capital throughout the takeover bid process, was led by partners Lis Boyce and Geoff Cairns.

G+T advise on PEP takeover

Lawyers Weekly — Tue, 23 Feb 2010 07:16:00 GMT

Gilbert + Tobin has advised private equity firm Pacific Equity Partners (PEP) on a takeover bid for all shares in Energy Developments Limited (EDL), which has an enterprise value of approximately $850 million.

The corporate transactions team was led by partners Andrew Bullock, Gary Lawler, Bryan Pointon and Jason Lambeth, with the assistance of senior lawyers Hiroshi Narushima and Jade Droguett.

"We are really pleased to have assisted PEP on this transaction, particularly as un-recommended bids are not the customary acquisition path for financial sponsors," said Bullock in a statement released this week.

"We have been able to deploy a team comprising not only our private equity specialists but also our takeover, energy and finance specialists to work with PEP and its other advisers in what, in the circumstances, has been a very successful transaction".

The deal represents a continuation of the firm's ongoing involvement with PEP, particularly in matters involving the finance and private equity sectors.

Mallesons closes third gold deal in a year

Lawyers Weekly — Tue, 23 Feb 2010 01:47:00 GMT

Mallesons Stephen Jaques has completed its third gold deal within a year, acting for Integra Mining Limited on the $64 million Randalls Gold Project in Western Australia.

The closing of the deal represents the third in a trio of high-value gold transactions completed by the Mallesons project finance team, including acting for Macquarie Bank on the $73 million Duketon Gold Project financing for Regis Resources Limited, and Catalpa Resources' $92 million Edna May open-pit gold mining operations.

In a statement released yesterday, lead partner Nicholas Creed said the closure of the deal boded well for the project finance sector in relation to gold.

"The Integra deal confirms the attractiveness of the gold sector for project finance and the positive outlook for work in this space," he said.

"Having another producer active in the Kalgoorlie area increases the interest in consolidation and the potential for increased M&A activity in the WA gold sector."

The Perth-based project finance team, led by Creed and including senior associate Chris Scott and lawyers Lyn Ladhams and David Nadilo, was responsible for drafting security and facility documents, as well as providing a due diligence report on Integra Mining and its subsidiaries.

DLA Phillips Fox closes mining deal

Lawyers Weekly — Wed, 17 Feb 2010 01:57:00 GMT

DLA Phillips Fox has advised Japanese company Toho Zinc Co Ltd (Toho) on its investment in ASX company CBH Resources Ltd (CBH).

Among others things, Toho acquired a 50 per cent joint venture interest in CBH's Rasp zinc and lead deposit in Broken Hill in western New South Wales. The total value of the transaction was about $105 million.

Brisbane-based partner Eugene Fung led the deal and was happy with the result, which he said was an essential part of CBH's ongoing funds and recapitalisation strategy at Broken Hill.

"The deal is an excellent outcome for both sides. It paves the way for CBH to unlock significant value from its Rasp development, whilst substantially reducing its debt and it secures for Toho the zinc and lead production from Rasp for the life of the mine," he said.

Allens closes Charter Hall acquisition

Lawyers Weekly — Wed, 17 Feb 2010 01:56:00 GMT

Allens Arthur Robinson has announced it is advising the Charter Hall Group on its $108 million acquisition of most of Macquarie Group Ltd's core real estate management platform.

The transaction will see Charter Hall, an Australian property funds management and development business, become one of the most significant companies of its kind in Australia.

Lead partner Stuart McCulloch, with partners Anna Lenahan and Tom Story, worked with lawyers from the corporate, funds management, banking & finance, and employment practice groups.

The transaction represents a continuation of the close working relationship between Allens and Charter Hall.

"Allens has worked with Charter Hall on all major corporate and fund transactions since [2005] and has developed a solid understanding of its businesses and operations. We were very pleased to be able to continue to support Charter Hall on this complex, strategic deal and help put Charter Hall on its growth path to becoming a leader in its field," said McCulloch.

Corrs and Ferrier Hodgson close Allco sale

Lawyers Weekly — Wed, 17 Feb 2010 01:54:00 GMT

Corrs and Ferrier Hodgson have completed the sale of Allco's aviation business to Bravia Capital Partners and Hong Kong Aviation Company.

The sale of the business - the biggest asset within the Allco group - was valued at about $US3 billion ($3.37 billion) and included interest in 69 aircraft financing transactions.

In a statement issued last week, corporate advisory partner David Hallam commented on the complexity of the transaction.

"The deal involved a range of conditions, including reaching agreement with financiers to the underlying aircraft transactions. There were also a number of parties associated with the transactions whose interests did not necessarily align with the receivers' goals, which added to the overall complexity of the sale," he said.

Ferrier Hodgson partner Peter Gothard commented: "The completion of the sale of the aviation business represents a significant step towards completion of the Allco receivership and we are now focusing on realisation of the remaining assets."

Mallesons advises on Asian wholesale fund

Lawyers Weekly — Wed, 17 Feb 2010 01:52:00 GMT

Mallesons has advised Invista Real Estate Investment Management in its closure of the BOSS Partnership ILP, a new property fund valued at about $US85 million ($95.45 million).

The transaction was the result of a collaborative effort between the firm's Sydney and Hong Kong offices.

Mallesons partner John Sullivan said the BOSS fund is one of the first Asian funds of this type to be created since the global financial crisis. And he believes it will not be the last.

"There are good signs that we will see an increase in new fund activity in the region over the next 12 months. After a difficult period, the market now seems to be opening up for real estate funds regionally. We anticipate continued focus on mature markets with perceived lower risk such as Singapore and Hong Kong. Similarly, we expect continued strong interest in Australia from property investors elsewhere in Asia," he said.

Freehills drives $30 million acquisition

Lawyers Weekly — Wed, 17 Feb 2010 01:50:00 GMT

Freehills has advised Aviva Investors Asia Pty Ltd (Aviva) on the creation of the Pioneer Clarence Property Trust, used to acquire a Clarence Street property valued at $30 million.

The firm used teams from their Sydney, Brisbane and Singapore offices to complete the deal.

Aviva is the fund manager for UK-based Aviva Investors Asia Pacific Property Fund.In a statement issued last week, partner Matthew Stutsel commented on the different elements of the deal.

'This was an interesting transaction because of the interplay between the tax and legal issues in Australia and those that apply in the UK .... The experience of our integrated team structuring foreign investment helped smooth the way for Aviva Investors,' he said.

Stutsel also holds high hopes for more transactions of this kind. "Despite the increase in Australian interest rates and our foreign exchange rate, this acquisition shows there are still opportunities available for property investment. Australia remains very attractive for foreign investment," he said.

Corrs lining up Macarthur Coal deals

Lawyers Weekly — Tue, 09 Feb 2010 22:12:00 GMT

Corrs Chambers Westgarth (Corrs) is advising Macarthur Coal Limited (Macarthur) in relation to numerous acquisitions which will transform the company into one of Australia's foremost independent coal producers.

Corrs has primarily been involved in advising Macarthur on the structure and terms of its scheduled takeovers, including a 100 per cent takeover of Gloucester Coal Ltd.

"This transaction has been significantly more logistically challenging and technically complex than most takeovers as a result of the number of separate transactions and the unusual situation that some of them are with Gloucester's major shareholder," said partner Teresa Handicott in a statement.

Thomson Playford Cutlers completes major HR deal

Lawyers Weekly — Tue, 09 Feb 2010 22:10:00 GMT

Thomson Playford Cutlers (TPC) has assisted in a major acquisition resulting in the creation of one of the world's largest HR software providers.

The firm advised ANZ Capital and its investee company, Neller Pty Ltd, in its transaction with global HR software giant NorthgateArinso.

NorthgateArinso's acquisition of Neller Pty Ltd, one of Australia's most respected and recognised HR software providers, marks the NorthgateArinso's expansion into the Asia Pacific region.

Partner Loretta Reynolds and senior associate Tara Page were the major players representing Thomson Playford cutlers on the deal.

Clutz works with Macquarie

Lawyers Weekly — Tue, 09 Feb 2010 22:08:00 GMT

Clayton Utz has advised Macquarie Capital Advisers as underwriter of CSG Limited's fully underwritten institutional placement, valued at $65 million.

The placement, completed in January, was undertaken in two parts, with the offer being extremely well received and resulting in strong demand from both new and existing investors.

Proceeds from the offer will be used to acquire a 90 per cent interest in Konica Minolta Business Solutions New Zealand Ltd.

"Clayton Utz is pleased to have assisted our client Macquarie Capital Advisers as manager and underwriter on this very successful raising," said lead partner Brendan Groves in a statement.

"This transaction is the latest in a long line of strategic equity raisings, large and small, that we have helped our clients bring to market - acting for both issuers and lead managers."

Allens assists in Pfizer divestment

Lawyers Weekly — Tue, 09 Feb 2010 22:05:00 GMT

Allens Arthur Robinson has acted for pharmaceutical giant Pfizer in the divestment of its animal health products to Virbac, the world's largest veterinarian pharmaceutical company.

Divested assets include the Fort Dodge Australia livestock business and a biologicals manufacturing facility. Allens acted for Pfizer in relation to both divestments.

The ACCC required Pfizer to divest these assets following it $68 billion acquisition of Wyeth in October 2009 (in which Allens also acted for Pfizer).

The deal required a collaborative effort between the M&A, employment, tax, IP, property and environment teams at Allens. The team was led by partners Jeremy Low and Andrew Wiseman.

"These transactions were milestones for Pfizer in meeting its regulatory obligations and in ensuring a smooth transition to its new integrated businesses in Australia," Low said in a statement.