find the latest legal job
Senior Associate - Litigation & Dispute Resolution
Category: Litigation and Dispute Resolution | Location: Melbourne CBD & Inner Suburbs Melbourne VIC
· Come work for a firm ranked in Lawyers Weekly Top 25 Attraction Firms
View details
Associate - Workplace Relations & Safety
Category: Industrial Relations and Employment Law | Location: Brisbane CBD & Inner Suburbs Brisbane QLD
· Employer of choice · Strong team culture
View details
Freelance Lawyers
Category: Banking and Finance Law | Location: All Perth WA
· Freelance opportunities through Vario from Pinsent Masons
View details
Freelance Lawyers
Category: Other | Location: All Adelaide SA
· • Qualified lawyer with a strong academic background
View details
Freelance Lawyers
Category: Other | Location: All Melbourne VIC
· • Qualified lawyer with a strong academic background
View details
Middletons helps graft timber companies

Middletons helps graft timber companies

Middletons Lawyers acted for Neville Smith Group (NSG), Australia’s largest privately-owned hardwood processing company, in its $80 million acquisition by Integrated Tree Cropping (ITC) via…

Middletons Lawyers acted for Neville Smith Group (NSG), Australia’s largest privately-owned hardwood processing company, in its $80 million acquisition by Integrated Tree Cropping (ITC) via cash and the issue of new shares.

Listed firm ITC — majority owned by Adelaide-based Futuris Corporation, owner of Elders Australia and Air International — is one of Australia’s largest hardwood plantation owners.

Futuris has agreed to finance the $40 million cash component of the deal.

ITC said it plans to ask shareholders to approve raising an $80 million to fund the cash part of the acquisition as well as repay $38 million of NSG’s bank debt.

ITC directors not associated with Futuris have decided on “placing” shares to Futuris and institutional investors, with an associated offer to shareholders of up to $5,000 value of new ITC shares to raise additional funds.

The merged entity will be led by NSG’s head, James Neville, and will have a market capitalisation of more than $200 million, taking ITC to within the top 300 ASX listed companies.

Middletons’ team has been working on the deal since 19 April. It was led by Melbourne-based corporate & commercial partner Sebastian Greene assisted by senior associate Jolyon Rogers and solicitors Tom McAveney and Belinda Fan.

Greene said an unusual aspect of the merger was affected by the new regime for wood supplier arrangements which is coming into force in Victoria at the same time. The Sustainable Forests (Timber) Act 2004 was passed in June this year. It amends the Forests Act 1958 and the Conservation, Forests and Lands Act 1987. The new Act is aimed at ensuring the long-term sustainable use of state forests.

“Fundamental to any timber processor is having proper timber supplier arrangements in place,” Greene said. Therefore, they had to provide advice on the changes, such as licensing arrangements, that would affect the merged company.

He said ITC is primarily a manager of “syndicated forestry stands”, whereas Neville Smith is a full service processing company sourcing timber from re-growth forests. “It is really a diversification … it is part of the natural growth of [ITC’s] business.”

On 8 September, a meeting of ITC shareholders will be asked to approve the “placement” of $40 million in new ITC shares at $1.20 each to Futuris; a further $20 million to Futuris on the basis of one share for every share issued under the institutional placement and “shareholder offer” and $20 million to institutional investors.

Freehills Perth office acted for ITC.

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

Middletons helps graft timber companies
lawyersweekly logo
Promoted content
Recommended by Spike Native Network
more from lawyers weekly
microphone
Oct 20 2017
Podcast: One of law’s most infamous alumni – in conversation with Julian Morrow
In this episode of The Lawyers Weekly Show, Melissa Coade is joined by The Chaser’s Julian Morrow....
protest
Oct 20 2017
High Court overturns ‘excessive’ anti-protest legislation
Bob Brown’s recent victory in the High Court over the Tasmanian government was a win for fundament...
Blocked
Oct 20 2017
Changes to Australian citizenship laws blocked
Attempts to beef up the requirements to obtain Australian citizenship were thwarted this week, after...
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 & ...