DEACONS and Freehills are advising the parties to Fairfax Media’s takeover of Rural Press Ltd via two schemes of arrangement to create a combined company with assets worth more than $9 billion.
Unanimously endorsed by the Rural Press board, if approved by shareholders, the merged company will be Australasia’s largest “integrated metropolitan, regional and rural print and digital media business”.
Deacons’ team is acting for Rural Press, led by partner Shaun Clyne, assisted by partners James Stewart and Robert Sultan, as well as senior associates Shane Bilardi and Suzie Losanno.
Freehills’ team is being led by partners Braddon Jolley and Rebecca Maslen-Stannage.
Chairman of the board of Fairfax Media, Ronald Walker, said the merger had been “contemplated” over several years.
“Our merger agreement creates a dynamic and diversified media powerhouse that will now extend from Western Australia to New Zealand and the USA with leadership positions in metropolitan, regional, rural, business and online publishing markets,” said CEO of Fairfax Media, David Kirk.
The deal will add Rural Press’ The Canberra Times and more than 240 rural, regional and community publications, as well as titles in the US and radio stations in Queensland and South Australia to Fairfax Media’s metropolitan brands, including The Sydney Morning Herald and The Age newspapers, and The Dominion Post and The Press in New Zealand.
The CEO of Rural Press, Brian McCarthy, will become the Deputy CEO of Fairfax Media and two Rural Press non-executive directors will be invited to take up seats on the Fairfax Media board.
The two schemes of arrangement are expected to be finalised by April 2007. Before then, the schemes will have to be lodged with the Australian Securities and Investments Commission, approval will need to be gained from the ACCC, shareholders and two court hearings will need to be held.
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