Firms: Clayton Utz (AACL Holdings Limited); McMahon Clarke (AACL Funds Management Pty Ltd), King & Wood Mallesons (Glencore)
Deal: Proposed sale of AACL subsidiary AACL Pty Ltd to Glencore Grain Pty Limited, in consideration for funding support and a cash payment not exceeding $8.5 million in aggregate
Area: Energy & Resources
Key players: Clutz partner Brett Cohen (pictured) led the firm's Perth-based team, which included partner Cameron Belyea, special counsel Alistair Fleming, senior associate Liz Humphry and lawyer Mark Joss. The KWM team was led by M&A partners David Eliakim and Nicholas Pappas, who were supported by senior associate Sarah Houghton and solicitor Mark Vanderneut.
Deal significance: The transaction will also involve the buyback by AACL Holdings of Glencore's approximate 16.5 per cent shareholding in AACL Holdings. Concurrently with the share sale, AACL Pty Ltd will acquire the assets (being grain) of certain managed investment schemes, of which a subsidiary of AACL Holdings is the responsible entity. AACL Pty Ltd operates the grain projects related to the schemes. After completion of the transactions, it is intended that the schemes will be wound up.
Commenting on the complex nature of the transaction, Cohen said: “This complex matter involved a number of asset sales, the monetisation of an agribusiness with managed investment scheme features, standstill and interim funding arrangements and a selective share buy-back.”
The transactions will be subject to a number of conditions precedents, including approvals from AACL Holdings shareholders and investors in the managed investment schemes.