find the latest legal job
Corporate Counsel and Company Secretary
Category: Generalists - In House | Location: Newcastle, Maitland & Hunter NSW
· Highly-respected, innovative and entrepreneurial Not-for-Profit · Competency based Board
View details
Chief Counsel and Company Secretary
Category: Generalists - In House | Location: Newcastle, Maitland & Hunter NSW
· Dynamic, high growth organisation · ASX listed market leader
View details
In-house Projects Lawyer | Renewables / Solar | 2-5 Years PQE
Category: Generalists - In House | Location: All Australia
· Help design the future · NASDAQ Listed
View details
Insurance Lawyer (3-5 PAE)
Category: Insurance and Superannuation Law | Location: Brisbane CBD & Inner Suburbs Brisbane QLD
· Dynamic organisation ·
View details
Legal Counsel
Category: Corporate and Commercial Law | Location: North Sydney NSW 2060
· 18 month fixed term contract · 3-5 years PQE with TMT exposure
View details
Climactic merger for Oceana Gold

Climactic merger for Oceana Gold

FREEHILLS LAWYERS and Mallesons Stephen Jaques represented Oceana Gold and Climax Mining respectively on their agreement to merge by scheme of arrangement, announced last week. The merger will

FREEHILLS LAWYERS and Mallesons Stephen Jaques represented Oceana Gold and Climax Mining respectively on their agreement to merge by scheme of arrangement, announced last week.

The merger will result in a company with two operating gold mines, a succession of projects in the pipeline, and a market capitalisation of more than $500 million. The deal was agreed to unanimously by both boards and the company will be known as Oceana Gold.

Under the terms of the merger, Climax shareholders will receive 0.62 of a share of Oceana for each share of Climax. In addition, Climax shareholders will receive 0.31 of an option to acquire Oceana shares for 0.925 cents maturing in 30 months for each share of Climax. Existing Climax option holders will receive equivalent value for their options.

John Tivey, a partner in Freehills’ infrastructure group, said the deal was significant for Oceana, setting it up to become a 500,000 ounce gold producer within two years. “It will mean they are on the radar screen of investors internationally.”

Oceana’s assets included dominant landholdings in two of New Zealand’s major goldfields, Macraes and Reefton, as well as two new development projects and a large new gold discovery at Sams Creek. Climax’s principal development asset is the Dinkidi gold and copper deposit in the Philippines.

Neil Pathak, a Freehills partner focused on mergers and acquisitions, said the merger would combine the “very stable cash flow” of Oceana’s New Zealand operations with the higher growth “pizzazz” of Climax, and was a win for both companies.

Freehills had previously advised Oceana in relation to a sell down by its major shareholder, which went from a 60 per cent holding to a 6 per cent holding.

Tivey’s prior experience with mining companies in the Philippines enabled Freehills to play a big role on due diligence into Climax’s Philippines mining development.

“When the client was approached in relation to this particular opportunity, we were able to assist them in a much broader role than would typically be provided by a law firm,” Tivey said. “I was able to introduce them to the relevant government officials, and also a range of other industry contacts, which enabled them to get an idea of doing business in the mining sector in the Philippines.” This gave Oceana the ability to quickly form a view and confidently make a decision at board level.

“We provided effectively the socio-political overview as well as the core legal due diligence work.”

Nicholas Pappas is the lead partner for Mallesons on the merger, assisted by partner Jason Watts.

Like this story? Read more:

QLS condemns actions of disgraced lawyer as ‘stain on the profession’

NSW proposes big justice reforms to target risk of reoffending

The legal budget breakdown 2017

Climactic merger for Oceana Gold
lawyersweekly logo
Promoted content
Recommended by Spike Native Network
more from lawyers weekly
Scales of Justice
Aug 16 2017
Urgent criminal law reforms can prevent ‘unwarranted acquittals’
Concerns about unfair prejudice arising from the use of tendency and coincidence evidence are mispla...
Aug 15 2017
Press Control-S on your firm
Promoted by BHL Software It’s now a truism that when your IT systems stop working, so does you...
Aug 15 2017
The Importance of Leadership Skills for Aspiring Lawyers
Promoted by LHD Lawyers Even the most prominent lawyers of our age (or ages past, for that matter...
APPOINTMENTS
Allens managing partner Richard Spurio, image courtesy Allens' website
Jun 21 2017
Promo season at Allens
A group of lawyers at Allens have received promotions across its PNG and Australian offices. ...
May 11 2017
Partner exits for in-house role
A Victorian lawyer has left the partnership of a national firm to start a new gig with state governm...
Esteban Gomez
May 11 2017
National firm recruits ‘major asset’
A national law firm has announced it has appointed a new corporate partner who brings over 15 years'...
opinion
Nicole Rich
May 16 2017
Access to justice for young transgender Australians
Reform is looming for the process that young transgender Australians and their families must current...
Geoff Roberson
May 11 2017
The lighter side of the law: when law and comedy collide
On the face of it, there doesn’t seem to be much that is amusing about the law, writes Geoff Rober...
Help
May 10 2017
Advocate’s immunity – without fear or without favour but not both
On 29 March 2017, the High Court handed down its decision in David Kendirjian v Eugene Lepore & ...