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Freehills, Minters, Allen and Overy on Goodman Fielder deal

Freehills, Minters, Allen and Overy on Goodman Fielder deal

Freehills, Minter Ellison, Allen & Overy and Gilbert & Tobin have advised on a deal as Goodman Fielder sells its commercial oil business, Integro Foods, to a consortium.

Freehills, Minter Ellison, Allen & Overy and Gilbert & Tobin  have advised on a deal as Goodman Fielder enters an agreement to sell its commercial oil business, Integro Foods, to a consortium comprising GrainCorp and Gardner Smith.

The deal value is $170 million, including net cash proceeds of Integro receivables and payables.

Bell Gully also advised Goodman Fielder on this transaction.

Minter Ellison acted as corproate adviser to Gardner Smith on its sale to GrainCorp, and for GrainCorp and Gardner Smith on their joint bid to acqure Integro, and the related long-term supply arrangements.

Minter Ellison lead partner on the deal was Costas Condoleon, with partners Anthony Borgese, Gordon Williams and Antra Hood.

Allen & Overy advised Credit Suisse (Australia) as underwriter to the equity offer by GrainCorp.

The Allen & Overy team included Sydney partner Tony Sparks with support from corporate senior associate Anand Sundaraj and lawyer Harsha Kumar.

Sparks said: "In this market, it is encouraging to see a material capital raising used to fund an acquisition".

Sidley Austin LLP acted for Credit Suisse as U.S. counsel. GrainCorp was represented by Gilbert & Tobin (Australian counsel) and Baker & Mackenzie (US counsel).

The Integro business has three manufacturing sites which will transfer as part of the sale, two in Australia and one in New Zealand. The sale excludes Goodman Fielder’s out of home business in Australia and its Asia Pacific fats and oils business.

The sale is expected to complete at the beginning of October and Goodman Fielder will provide the buyer with short-term transitional assistance after the sale.

As part of the deal, Goodman Fielder will enter into a long term supply arrangement with GrainCorp and Gardner Smith for the supply of oil and finished goods to Goodman Fielder, thereby securing and delivering an efficient supply chain.

Freehills partner Rebecca Maslen-Stannage and senior associate Catriona McGregor advised on the corporate aspects of the transaction, whilst partner Sarah Kenny, senior associates Shaun Reynolds and Kwok Tang, and solicitor Ben Wray advised on the transitional service agreements and the long term supply arrangements.

The transaction also involved Freehillspartners and solicitors from other practice groups to advise on specialist areas including Intellectual Property, Property, Employment and Competition, the firm said.

“We were delighted to support Goodman Fielder on this transaction, which marks a major strategic goal for the business,” said Maslen-Stannage.

“It was a great opportunity for our different practice groups to work together to achieve a good result for our client.”

 

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