Deal: Herbert Smith Freehills advised TPG Corporation Limited (formerly TPG Telecom Limited) (TPG) whilst Norton Rose Fulbright has advised what is previously known as Vodafone Hutchison Australia Limited.

The new entity now under TPG Telecom Limited was known to be the largest M&A transaction to complete in 2020 and one of the largest ever in the Australian telecommunications industry.

The implementation of the merger represents the final step in a marathon process since TPG and VHA agreed, two years ago, to merge and challenge Telstra and Optus’ dominance in the telco market in Australia.

Value: $16.5 billion.

Area: M&A.

Key players: The Herbert Smith Freehills team was led by corporate partners Rebecca Maslen-Stannage, Malika Chandrasegaran and Philip Hart, and senior associates Mia Harrison-Kelf and Michael Compton. 

The Norton Rose Fulbright team was led by corporate and M&A senior partner John Elliott, corporate and M&A partner Jeremy Wickens and telecommunications and competition partner Martyn Taylor, who were principally assisted by senior associate Zoe Lonard, and associates Dean Zinn and Julia Sonza. 

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TPG’s team was led by general counsel Tony Moffatt and CFO and company secretary Stephen Banfield.

Deal significance: The merger between Vodafone and TPG has finally been completed after the two companies won their court battle against the Australian Competition and Consumer Commission.

The pair faced off with the consumer watchdog after they were originally blocked from merging last year.

Following the implementation of its merger, the combined TPG Telecom and TPM emerge as a fully integrated telecommunications powerhouse and challenger to the major incumbents of integrated fixed and mobile offerings in Australia.

“We’ve always said that [the two companies] would be better together, and customers will start seeing many of the benefits of the merger from today,” former VHA and now TPG Telecom CEO Iñaki Berroeta said.

“The network synergies of the merger will provide significant benefits for customers, and we are fast-tracking their delivery to ensure increased network capacity is available as soon as possible.”

The merger gives TPG around 60 per cent more spectrum than Vodafone had on its own, across the 4G and 5G spectrums, opening up huge capacity and giving the company real options. 

Mr Moffatt said there were many challenges in bringing this merger to completion. 

“We consider TPG very fortunate to have had the skills of Rebecca, Liza and their respective teams to guide us through the process. In my view, HSF was an excellent firm for a transaction of this kind.”

Mr Elliot said this merger was unique in that it was both one of the longest-running transactions in Australian corporate history, and one that had to be completed remotely during the COVID-19 pandemic.

Ms Maslen-Stannage added that it was great to work with the TPG team on this market-leading transaction. 

“Their highly practical ‘get things done’ approach and resilience to overcome hurdles make them great to work with,” she said.

The merger is now underway as the new company’s assets are combined to form TPG Telecom.

The name of the new company aside, its brands, which now include Vodafone, TPG, iiNet, Lebara, AAPT and Internode, will remain the same.

The company said Vodafone and TPG customers will remain Vodafone and TPG customers, and there will be no difference in the day-to-day experience on the network for either.