Freehills recently acted for furniture and homewares retailer Freedom Group on one of Australia’s largest public to private management buyouts (MBOs). The $222 million MBO of Freedom Group Ltd by “scheme of arrangement” was approved by Freedom shareholders on 24 November last year and approved by the Federal Court on 1 December. The firm said a scheme of arrangement method was selected rather than a takeover because it was the most efficient way of allowing the MBO vehicle to use Freedom’s assets as security for the borrowing necessary to fund the buyout. This also allowed part of the consideration to be paid to shareholders as a fully franked dividend. Freedom has now gone from being a publicly listed company to a private company owned by Freedom’s senior management and one of its strategic overseas suppliers. The Freehills team was led by partner Rick Narev, and included Fiona Cadzow, Monique Lazzarini and Justine White.
Phillips Fox has advised on the $100 million demerger and refinancing of the UK-based Sanderson Group. The Sanderson Group is a global IT services and systems provider. It acts as an adviser and strategic IT partner for clients in the public, finance and utilities sectors. Under the demerger, the Sanderson Group was divided into three distinct divisions with common markets, strategies and management teams. Each division was separately refinanced with facilities arranged by Barclays Bank plc. Corporate partner, Charles Mendel led and coordinated the various Phillips Fox teams working on the transaction. He was assisted by corporate senior associate, Tina Gavel. Barclays Bank plc also instructed Phillips Fox to act on the financing aspects of the demerger. Finance senior associate, Ben Burney, assisted by finance solicitor, Adam Fuller, acted for Barclays. Phillips Fox was also instructed by the outgoing financier, Dresdner Bank AG. Finance Partner, Bill Chapman, assisted by finance solicitor, Vanessa Small, acted for Dresdner.
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