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Entry and exit prove biggest deals for 2003
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Entry and exit prove biggest deals for 2003

The biggest deals, literally, for 2003 were the entry on to the public share-trading arena of Promina and the exit of Aquila Inc from the Australian energy market. Freehills was the lead…

The biggest deals, literally, for 2003 were the entry on to the public share-trading arena of Promina and the exit of Aquila Inc from the Australian energy market.

Freehills was the lead Australian legal team advising on the Promina float.

Pillsbury Winthrop was the lead US legal adviser on the IPO, acting as US disclosure counsel on the US portion of the offering.

Simpson Grierson was the lead New Zealand adviser on the transaction while Mallesons Stephen Jaques and Bell Gully advised the joint global coordinators (Goldman Sachs and Macquarie Bank) as to certain matters of Australian and New Zealand law.

In addition, Ashurst Morris Crisp, Nauta Dutilh, Minter Ellison and Jones Day advised on certain matters of UK, Dutch, Australian and US law respectively.

The Promina in-house legal team was also heavily involved with the deal.

The Promina float nabbed media global media attention this year as the biggest, and one of the most complex, IPOs. Valued at $1.9 billion, the Promina IPO was successfully completed amid a turbulent global landscape in light of the situation in Iraq, SARS, the AMP demerger and generally adverse conditions in global capital markets.

The IPO was a true global offering, consisting of an Australian retail and institutional offering in addition to an institutional Rule 144A offering in the US and a rest-of-the-world institutional offering. As Promina has operations in both Australia and New Zealand, a retail and institutional offer was also conducted in New Zealand. The company has a dual primary listing on both the ASX and the NZSE, but received extensive waivers from the NZSE requirements.

The IPO attracted strong institutional demand for the stock from overseas investors. The strong overseas (in particular US) demand is understood to have had a favourable impact on the pricing of the transaction.

The Promina float involved one of the biggest retail marketing campaigns for a non-government IPO in Australia. Like the strong off-shore marketing effort, this was also aimed at maximising overall demand and hence pricing tension. There was an extensive pre-registration campaign, involving television and print advertising, which required ASIC relief to allow pre-registration benefits to be mentioned in the advertisements.

The transaction was completed in a six-month timeframe — allowing the English parent to demonstrate timely progress towards announced internal capital targets.

Aquila tones down energy levels

In a deal that kept a number of Australian firms busy this year, Aquila Inc exited from three major assets in Australia. Aquila’s exit from its existing structure of assets in publicly listed United Energy Limited (which owns a Victorian electricity network), Multinet Gas (the largest gas distributor in Victoria) and WA Gas Holdings Pty Ltd (which in turn had a cornerstore shareholding in Alinta) was extremely complex, with a number of participants having existing equity interests in or pre-emptive rights over the assets.

The other participants were advised by Mallesons Stephen Jaques (AMPHGI), Allens Arthur Robinson, Melbourne (United Energy), Allens Arthur Robinson, Sydney, and Blake Dawson Waldron (Alinta).

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