EBSWORTH & EBSWORTH and Watson Mangioni acted in an important deal which marks the beginning of a major restructuring by the former P&O Ports.
The $200 million deal involved DP World Australia, which bought P&O Ports, forming two joint ventures with Kaplan Group, and selling parts of its business into these.
The Kaplan Group is a private company whose investors include former Patrick Corporation management.
Ebsworths acted for DP World Australia.
“It does mark a significant watershed in terms of the industry in Australia because it essentially marks the first stage in the exit of [the old P&O Ports] from its non-containerised stevedoring business,” said lead partner on the deal Michael Neylan.
He said the businesses sold included the “bulk and general stevedoring business and the landside logistics business, which is trucking, the maintenance of container parks and landside supply chain logistics generally”.
DP Australia will continue to retain equity for a number of years in these businesses, but arrangements in the deal documents will ultimately see the company sell out of them over a period of three to five years.
“So it is an important step along the way and initially it represents a very significant opportunity for excellent assets to come together with very strong management in the shape of the Chris Corrigan, ex-Patrick management team, who are really the management smarts behind Kaplan,” Neylan said.
Ebsworths began its work on the deal in November 2006, and it was concluded in April.
The two joint ventures were referred to as project X and Y. Project Y involved Automotive and General Stevedoring (AGS), which was completed just before Christmas. Project X is the landside logistics business, known as POTA (P&O Trans Australia), which included the trucking business.
“That was quite complicated because the corporate structure of POTA was very complicated and we had to work through some quite difficult tax and stamp duty issues to get to a deal structure and that took quite a lot of time to put in place,” explained Neylan.
DP Australia also had equities in several other joint venture companies, which were also sold into the two joint ventures.
As well as the container stevedoring activities in Australia’s five main capital cities, DP Australia still retains P&O Maritime Services. This operates a fleet of high performance tugs which service offshore drilling rigs. They also operate as shipping agents to a number of foreign shipping lines in Australia.
Four partners from Ebsworths’ were working on the deal, which, as well as Neylan, included John Graves and Tim L’Orange and about eight solicitors.