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Minters leads Transfield acquisition

Minters leads Transfield acquisition

Minter Ellison, Baker & McKenzie and Mallesons are legal advisers on Transfield Services' $575 million acquisition of Easternwell.

MINTER Ellison, Baker & McKenzie and Mallesons Stephen Jaques are legal advisers on Transfield Services' $575 million acquisition of Queensland-based construction company Easternwell.

Minter Ellison has advised Transfield on the bid, via which the company is aiming to open itself to growth opportunities in iron ore, conventional oil and gas and coal seam gas resource sectors.

Corporate and M&A Sydney partner Coasta Condoleon lead the Minters team, with Hemang Shah, Liz McKechnie, Simon Ball and Adrian Tan working on the acquisition side. Martin Bennett, Chris Jordan and Ker Wait Tiam worked on the capital raising side.

Baker & McKenzie is advising Easternwell, lead by partner Brendan Wykes, while Mallesons is acting for JP Morgan as underwriters, lead by partner Meredith Paynter.

ASX listed company Transfield Services announced the execution of a sale agreement for the acquisition of the unlisted Easternwell Group for $575 million, comprising $540 million in cash and $35 million in Transfield Services shares issued to management who are shareholders in Easternwell and other vendors, this week.

In addition to the $575 million purchase price, an additional earn-out of up to $17 million is payable if certain earnings milestones are reached for the financial year ending June 2012.

The acquisition is scheduled to complete on 22 December 2010 and will be funded through a combination of debt and equity, including approximately $271 million in drawn debt under new facilities and a 2 for 9 accelerated non-renounceable pro-rata entitlement offer to raise $294 million.

The entitlement offer, which is being fully underwritten by J.P. Morgan, was priced at $3 per share which represented a 14 per cent discount to the Transfield Services' closing share price before the announcement.

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