Commerciality of advice. Results focused.
Whether public company or private treaty M&A deals, our lawyers provide constructive commercial advice to help clients cut through the complexities and focus on the key business and transactional drivers. With a results-driven approach, we work hard to creatively structure deals to meet clients' commercial objectives and minimise risk.
Understanding the tactics of bidders and targets.
Our lawyers' diverse experience advising on both the bidder and target side on a broad range of transactions means we can provide insight into the tactics adopted by all parties to a transaction.
Seamless support from multidisciplinary specialists.
Transactions often require more than just a team of M&A lawyers working at the coalface. Our lawyers are backed up by regulatory specialists, including some of the best competition and tax lawyers in the country, as well as a range of other legal disciplines. Our ability to draw upon a broader team of lawyers, particularly during the due diligence phase, enables us to deliver a comprehensive, seamless service to clients.
Bringing industry insight to our advice.
We go the extra mile by delivering advice that benefits from our experience advising across various sectors including agribusiness, energy and resources, media, telecommunications, financial services, property, health and retail, among others.
Good working relationships.
Our lawyers work effectively and efficiently with clients' other advisers including international counsel and investment banks. This is enhanced by the good working relationships we have developed with key regulators and industry bodies including the Australian Securities Exchange, Australian Securities and Investments Commission, Australian Competition and Consumer Commission and Takeovers Panel.
A real hunger and passion for what we do.
Our lawyers have a fire in their belly. They enjoy working on challenging transactions and are dependable and responsive under pressure.
What we do
We have an exceptional mergers and acquisitions team delivering significant expertise in a range of transactions including:
- friendly and hostile takeovers.
- schemes of arrangement.
- mergers and demergers.
- public to privates.
Who we work with
We act for the full range of market participants including bidder companies, target companies and major shareholders, as well as their advisers. Specifically, this includes working with:
- major ASX-listed and unlisted companies.
- overseas clients who wish to invest in Australian-based companies.
- leading investment banks and other financial advisers.
- our international partner firms to ensure our clients receive seamless, quality advice on major cross-border transactions.
Our service offering, client list and deal experience speak volumes. Some examples of transactions on which we've been involved in recent years include:
- Greencross Limited: We advised ASX-listed Greencross on its merger with Mammoth Pet Holdings, creating Australasia’s largest integrated consumer-facing pet care company with a market capitalisation of approximately A$750 million (2014).
- OzForex Group Limited: We advised OzForex on its dual-track trade sale / IPO process, which ultimately resulted in OzForex listing on the ASX with a market capitalisation exceeding A$600 million (2013).
- CapitaLand Limited: We advised Singapore-based CapitaLand in relation to the strategic review of its 59% holding and subsequent sell down of a 20% stake in Australand, a leading Australian diversified property group (2013).
- Oaktree Capital Management: We advised Oaktree on the sale of a 10% stake in Nine Entertainment Co (in conjunction with Nine's IPO) for a value of over A$182 million (2013).
- Barrick Gold Corporation: We advised Canadian-based Barrick on the US$400 million divestments of its Yilgarn South, Plutonic and Kanowna assets in Western Australia to Gold Fields Limited and Northern Star (2013/14).
- Genuine Parts Company (GPC): We advised NYSE-listed GPC on its acquisition of an initial 30% interest and subsequent acquisition of the remaining 70% interest in Exego Group/Repco, valuing the enterprise at over A$1 billion (2013).
- Sumitomo Corporation and Kansai Electric Power Company: We advised Sumitomo Corporation and The Kansai Electric Power Company on their A$1.2 billion joint venture acquisition of the Griffin Power group entities that owned two coal fired power stations, Bluewaters I and Bluewaters II in Western Australia (2012/13).
- Droga5, LLC: We advised advertising agency Droga5 on the acquisition of a 49% interest in certain businesses of Droga5 by William Morris Endeavour (2013).
- Singapore Airlines: We advised Singapore Airlines on its acquisition of a further 9.9% of Virgin Australia for over A$120 million (2013).
- CHS Inc.: We advised US-based CHS in relation to its acquisition of a 50% interest in Agfarm, a grain origination and marketing company, and associated joint venture arrangements with Ruralco Holdings Limited (2013).
- Origin Energy Limited: We advised ASX-listed Origin Energy on its A$659 million acquisition of Eraring Energy from the New South Wales Government (2013).
- Nippon Steel Corporation: We advised longstanding client, Nippon Steel Corporation, on a US$1.36 billion joint venture with BlueScope Steel to establish a new coated products business, NS BlueScope Coated Products, in South-East Asia and North America (2012/13).
- AMP Capital Investors: We advised AMP Capital on its divestment of a 47.62% stake in its residential aged care provider, Domain Principal Group, to Singapore-based G. K. Goh Holdings for over A$136 million (2013).
- Talison Lithium Limited: We advised Talison in relation to the competing scheme of arrangement proposals by Rockwood Holdings and Chengdu Tianqi, culminating in the C$850 million acquisition of Talison Lithium by Chengdu Tianqi (2011/13).
- AMP Limited: We advised AMP in relation to its over A$14 billion merger with AXA Asia Pacific Holdings and the separation and sale of its Asian businesses to AXA SA – one of the largest completed Australian transactions of 2011 (2010/11).
- Barrick Gold Corporation: We advised Canadian-based Barrick Gold Corporation on its approximately C$7.3 billion bid to acquire ASX and TSX listed Equinox Minerals Limited – one of the largest announced Australian transactions of 2011 (2011). More details: Barrick Gold bid gets a hand from Clayton Utz.
- Noble Group Limited: We advised SGX-listed Noble Group Limited, as 64.5% shareholder of Gloucester Coal Ltd, on the merger between Gloucester and Yancoal Australia Limited, a wholly owned subsidiary of Yanzhou Coal Mining Company Limited (2011/12).
- Singapore Exchange Limited: We advised Singapore Exchange Limited on its proposed merger with ASX Ltd by scheme of arrangement, valuing the merged entity at approximately A$16 billion (2010/11). More details: Clayton Utz advises Singapore Exchange on ASX merger deal.
- Sundance Resources Limited: We advised ASX-listed international iron ore exploration and development company Sundance Resources Limited in connection with the proposed acquisition by scheme of arrangement of Sundance by China's Hanlong Mining Investments for over A$1 billion (2011-13). More details: Clayton Utz advises Sundance Resources on increased A$1.65 bn Hanlong offer.
- Centro Retail Limited and Centro Retail Trust: We acted as co-legal adviser to Centro Retail Limited and Centro Retail Trust in relation to the complex restructure of Centro Group (2011). More details: Clayton Utz advises on Centro Group restructure.
- Spotless Group Limited: We advised Spotless Group Limited on the approach made by Pacific Equity Partners to acquire Spotless for over A$600 million (2011/12).
- ING Groep NV: We advised ING Groep NV on the sale of its Australian investment management business, ING Investment Management Limited, to UBS for an undisclosed sum (2011).
- Origin Energy Limited: We advised Origin Energy on its successful A$3.25 billion bid for NSW energy retail assets, Country Energy and Integral Energy, as well as the gentrader rights in respect of the Eraring power station (2010/11).
Previous deals advised on.