ALLENS Arthur Robinson is acting for Challenger Life Company Limited (CLC) on the proposed A$157 million acquisition of 100 per cent of the units in Challenger Kenedix Japan Trust, announced yesterday.
Blake Dawson acted for the target entity, while Freshfields provided Challenger Life Company with Japanese law advice in relation to Japanese properties and management agreements.
Under the proposed transaction, CKT unitholders will receive $1.00 cash per unit.
CLC is a wholly owned subsidiary of ASX-listed investment management firm Challenger Financial Services Group Limited. CKT is an ASX-listed real estate investment trust which provides investors with exposure to a portfolio of Japanese retail properties.
The transaction is to be effected via a trust scheme structure and is subject to CKT unitholder approval and satisfaction of certain other conditions. CKT directors have recommended the transaction in the absence of a superior proposal, with completion expected in early February 2010.
Allens partner Tom Story, with senior associate Andrew Wong and lawyer Chris Blane, advised CLC on the terms of the transaction. This involved providing advice on the optimal transaction structure and negotiating the transaction implementation agreement, having regard to the CKT's 'Tokumei Kumiai' (TK) structure via which CKT invests in the Japanese real estate market.
According to Story: "We needed to carefully consider the extent to which standard arrangements for trust schemes would be appropriate for this deal, given the complex nature of CKT's TK structure."
Fort Street Advisers is acting as financial adviser to CLC on this transaction.