Deal: MinterEllison has advised Visy Industries Australia Pty Ltd (Visy) on its acquisition of Owens-Illinois’ Australian and New Zealand bottle manufacturing operations, with Charter Hall acquiring some of its properties on a sale-and-leaseback basis, in a deal worth $947 million.

K&L Gates assisted Visy on competition issues associated with its acquisition of O-I glass bottle manufacturing and associated businesses in Australia. 

Clayton Utz assisted O-I Glass on the completion of the acquisition.

O-I’s business was subject to bids from a number of trade and private equity bidders.

Value: $947 million.

Area: M&A.  

Key players: The MinterEllison team was led by partner Ben Liu.

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The K&L Gates team which assisted Visy was led by Sydney policy and regulatory partner Ayman Guirguis and included lawyer Mei Gong.

Corporate partner Michael Linehan led the Clayton Utz’s core deal team, which included special counsel Quentin Reidy, and lawyers Danielle Lee and Patricia Hill. 

Deal significance: Through the deal, Visy has acquired assets including five glass manufacturing plants in Melbourne, Adelaide, Brisbane, Sydney and Auckland, which employ 1,200 people.

Visy executive chairman, Anthony Pratt said that Visy had entered into a definitive agreement to acquire the Australian and New Zealand glass manufacturing business of Owens Illinois (O-I) in a deal worth almost $1 billion. 

The deal, which is expected to be completed by the end of July, is one of the biggest manufacturing acquisitions by an Australian-owned business in Australian business history. 

Mr Pratt said in a statement that “manufacturing has never been more important to Australia’s future.” 

“And importantly we will bring Visy’s sustainability culture to O-I, aiming to increase recycled content of glass bottles from 1/3 to 2/3,” he said. 

MinterEllison’s role included advice regarding the target group’s extensive property portfolio across Australia and New Zealand. In particular, the transaction was partly funded by the presale divestment of substantial freehold property assets to a third party under a sale-leaseback arrangement.  

“We were delighted to assist Visy on one of the largest acquisitions in its history – one which fits well with its culture of sustainability and adds further diversification to its integrated business model. This represents some good news for the manufacturing sector in Australia, particularly in a difficult economic climate,” said Mr Liu.

“The COVID-19 pandemic presented us with a number of challenges. We faced a logistical working challenge, with the seller deal team located in the US and the Australian deal teams working remotely (including property and planning experts in Melbourne, Sydney, Brisbane, Adelaide and Auckland). It’s great to see such a positive outcome despite an unusual working environment.”

Mr Linehan said the transaction was also a significant milestone for the Clayton Utz team, which worked collaboratively and seamlessly to complete the deal, all while working remotely. 

“K&L Gates congratulates Visy on its Australian and New Zealand acquisition of Owens-Illinois glass packaging and processing businesses, at this critical juncture for manufacturing in Australia,” Mr Guirguis added.

Visy – which is owned by Mr Pratt and his two sisters Heloise Waislitz and Fiona Geminder – is already one of the world’s largest privately owned recycling and packaging companies.  

Post-acquisition, Visy said they would employ 7,200 people in well-paying manufacturing jobs.