4 June 2015: Clayton Utz congratulates its client Japan Post Co. Ltd (Japan Post) as well as Toll Holdings Limited (Toll) on the successful implementation of its merger scheme of arrangement on 28 May 2015.
This was the largest acquisition of an Australian company in the year to date, implying an equity value for Toll of approximately $6.75 billion and an enterprise value of approximately $8.02 billion.
Japan Post's acquisition of Toll is a very significant milestone for both companies. Japan Post has acquired Toll in order to diversify and expand internationally, pending its parent company Japan Post Holding Co. Ltd's proposed IPO and listing on the Tokyo Stock Exchange.
It also marks a new era for Toll, which was founded in 1888 by Albert Toll and grew to become one of Australia's most successful logistics businesses. It was listed on ASX from the time of its 1993 IPO until last week.
Japan Post appointed Clayton Utz to act as Australian legal counsel on the transaction in 2014, approaching Corporate Partner and Japanese Bengoshi Hiroyuki Kano.
The deal was consummated by M&A Partners Andrew Walker and Darryl McDonough, with key support from John Brewster and Tony Lalor.
Clayton Utz worked alongside Japanese firm Nishimura & Asahi, Simpson Grierson as New Zealand legal counsel, Gresham Partners as financial adviser and KPMG as accounting and tax advisers.
Lazard and Herbert Smith Freehills advised Toll.