An acquisition, restructure, IPO and ASX listing were the components of the transaction when Deacons acted for automotive Holdings Group Limited (AHG) in Perth.
The restructure was carried out between December and March, before the lawyers were able to turn to the IPO proper. Towards the end of that, the opportunity to purchase an interest in Perth Auto Alliance Pty Ltd arose and it was necessary to negotiate with the vendors in the middle of the float process. The IPO raised $45.7 million.
Corporate partners Derek La Ferla and Shaun McRobert worked on the deal, which involved substantial discussions with the Australian offices of international manufacturers General Motors, Ford, Toyota, Nissan and Porsche.
“Also, because of the nature of the group, it has got an absolutely amazing number of facilities and banking and finance facilities with very large numbers attached,” La Ferla said.
This meant a large number of documents were involved, and even the prospectus presented challenges, because “we wanted to be clear and concise”, but shareholders needed to be informed of all developments. La Ferla worked on the due diligence component of the deal and McRobert on the prospectus component.
McRobert said when working on the prospectus it was important to present all sides of the business and give an accurate reflection of the company’s business model. This required a high level of detail and analysis.
AHG was the biggest private company in Western Australia and is now the country’s only listed automotive and logistics group. It has an annual turnover in excess of $1 billion.
McRobert said he and La Ferla had developed specific programs for clients to assist in the transition to the ASX and becoming a listed company. During the process of listing companies had a lot of advisers “to hold their hands and make sure the company has the experience to do what it needs to do”. But they often stop consulting those advisers once they are listed.
“The idea is to give people checklists for the ongoing requirements of being a listed company,” McRobert said. “The demands on a listed company are very different, and I have noticed time and again with people going through a float that they are not really prepared for the process.”