Blake Dawson Waldron and Mallesons Stephen Jaques are advising on the proposed merger between Sydney Futures Exchange (SFE) and the Australian Stock Exchange (ASX). Blakes is acting for SFE and Mallesons for the ASX. The merger would create the leading integrated financial markets exchange in the Asia-Pacific region.
The proposed merger values SFE at approximately $2.4 billion and places a value on the merged entity of up to $6 billion, making it one of the 50 or so largest companies listed on the ASX. An announcement from the SFE and ASX said the merged entity would be the ninth largest listed exchange group globally.
Bill Koeck led Blakes’ team, which included partner Donald Hacker, senior associate David Ryan and lawyer James Mayne from the corporate team, and partner Rod Cox advising on tax issues. Tim Bednall led Mallesons’ team with Jason Watts and senior associate Sarah Turner. Don Robertson of Freehills advised the ASX on ACCC issues.
Koeck said the team worked to an exceptionally short time frame in order to prepare the Merger Implementation Agreements and manage negotiations in the lead up to the merger announcement on 27 March. Although there had been discussions for some time, once the decision was made to go ahead with the merger, the transaction had to mover very quickly “for various reasons”.
“These types of organisations have to behave in a way that’s an example to other companies,” Koeck said. “Both organisations were conscious of their obligations to act in a manner that was an example of proper conduct to the market. So we signed at 9am on Monday and the announcements were made immediately before trading.
“There was no room for innuendo.”
Bednall said it was an interesting transaction in that it involved two companies in an industry undergoing global consolidation and was a reflection of that trend. “It’s fascinating to see what’s been happening on mergers of exchanges elsewhere in the world, and particularly the bidding war for the London Stock Exchange.”
Koeck said the proposed merger represented a landmark transaction and would be “an important milestone in the development of Australia’s capital markets”.