Brendan Groves specialises in corporate law, advising both listed and unlisted corporate clients on major corporate transactions and general corporate law and regulatory issues.

He has extensive experience in equity capital markets transactions, acting for issuers, underwriters and other stakeholders in floats, rights issues and placements, including an eight-month secondment in 2007 as general counsel to the equity capital markets group of a leading investment bank. Brendan also has significant experience in mergers and acquisitions, acting for both bidders and targets on a range of public and private/negotiated M&A transactions.

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Expertise

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Equity Capital Markets / IPOs

Acting for major investments banks and brokers in their roles as lead managers or underwriters of various capital raising transactions, including:

  • the initial public offerings and ASX listings of Mungana Goldmines, Myer Holdings Limited, carsales.com Limited, Northern Iron Limited and Boart Longyear Limited;
  • public offer of Notes by Healthscope and APA Group;
  • public offer of Convertible Preference Securities by Macquarie Group Limited;
  • rights issues by Gunns Limited, PaperlinX Limited, St Barbara Limited, Hastie Group Limited and Lihir Gold Limited;
  • institutional placements by Charter Hall Retail REIT, Icon Energy, Atlantic Limited; Beadell Resources Limited, CSG Limited, Salmat Limited, Becton Property Group, Macquarie Group, Macquarie Communications Group and Arc Energy; and
  • shareholder exits, including the sell-down by Clough Limited of its shareholding in Forge Group Limited via a block trade

Advising issuing companies on capital raising transactions, including:

  • the initial public offerings and ASX listings of Tigers Realm Coal Limited, Kathmandu Holdings Limited, Tatts Group Limited, Patties Foods Limited, Range River Gold Limited and Pro Medicus Limited; and
  • rights issues and institutional placements by Orion Gold, Skilled Group Limited, Toll Holdings Limited, Oxiana Limited, Range River Gold Limited and Perseverance Corporation Limited; and
  • acted for Tatts Group on the 2012 retail bond offer to raise approximately $200 million under a vanilla bonds prospectus under ASIC Class Order 10/321. This was the first one-part prospectus issued under that class order (since the relief was granted by ASIC in 2010).

See Equity Capital Markets / IPOs

Mergers and Acquisitions

Significant experience in mergers and acquisitions (both public and private) includes the following recent transactions:

  • advising Orion Gold NL on its acquisition of all the securities in Kamax Resources Limited, an unlisted mining company;
  • advising Myer on its acquisition of a 65% interest in Sass & Bide and related ongoing arrangements between shareholders in Sass & Bide and on separate transactions for the acquisition of certain assets and intellectual property associated with the fashion brands Wayne Cooper, Bauhaus and Trent Nathan;
  • acting for Mitsui Bussan Woodchip on its acquisition of Great Southern Timber Holdings Limited and Hansol PI Pty Ltd;
  • advised Sornem Group Pty Ltd on the acquisition of Centre for Investor Education Pty Ltd by business and asset sale;
  • advising Essar Group on its acquisition of UCMS Group Limited by scheme of arrangement for $65 million;
  • advising Oxiana Limited on its $12 billion merger with Zinifex Limited by scheme of arrangement;
  • acting for Perseverance Corporation Limited on its acquisition by Northgate Minerals Corporation by scheme of arrangement for $182 million;
  • advised on securities law issues relating to the spin off of Toll Holdings Limited's port and rail assets into Asciano Limited by scheme of arrangement and the listing Asciano on ASX;
  • advising Smorgon Steel Group Limited on various aspects of its merger with OneSteel Limited by scheme of arrangement;
  • acted for Incitec Pivot on its separation from Orica Limited through Orica's disposal of its 70 percent shareholding by way of institutional selldown and selective share buy-back for $857 million;
  • acted for Tatts Group Limited on its $3.8 billion merger with UNiTAB by scheme of arrangement;
  • acted for Victoria University in its successful application to the Takeovers Panel regarding an underwritten rights issue proposed to be undertaken by IP3 Systems Limited;
  • advised Oxiana Limited on its acquisition of the Prominent Hill assets from Minotaur Resources Limited by scheme of arrangement;
  • acted for both purchasers and sellers on various private, negotiated business and share sale transactions; and
  • assisted in advising Hydro Electric Corporation on its joint venture with CLP Power Asia Limited for development of renewable energy projects (Roaring 40s).

See Mergers and Acquisitions

Corporate Governance

Brendan is advising numerous ASX listed clients on a broad range of regulatory and compliance issues under the Corporations Act and ASX Listing Rules, including regular interaction with ASX and ASIC.

See Corporate Governance

Corporate / M&A

Brendan has acted for major investments banks and brokers in their roles as lead managers or underwriters of various capital raising transactions, including:

  • the initial public offerings and ASX listings of Mungana Goldmines, Myer Holdings Limited, carsales.com Limited, Northern Iron Limited and Boart Longyear Limited;
  • public offer of Notes by Healthscope and APA Group; 
  • public offer of Convertible Preference Securities by Macquarie Group Limited;
  • rights issues by Gunns Limited, PaperlinX Limited, St Barbara Limited, Hastie Group Limited and Lihir Gold Limited;
  • institutional placements by Charter Hall Retail REIT, Icon Energy, Atlantic Limited; Beadell Resources Limited, CSG Limited, Salmat Limited, Becton Property Group, Macquarie Group, Macquarie Communications Group and Arc Energy; and
  • shareholder exits, including the sell-down by Clough Limited of its shareholding in Forge Group Limited via a block trade;

Brendan has acted for major investments banks and brokers in their roles as lead managers or underwriters of various capital raising transactions, including:

  • the initial public offerings and ASX listings of Mungana Goldmines, Myer Holdings Limited, carsales.com Limited, Northern Iron Limited and Boart Longyear Limited;
  • public offer of Notes by Healthscope and APA Group;
  • public offer of Convertible Preference Securities by Macquarie Group Limited;
  • rights issues by Gunns Limited, PaperlinX Limited, St Barbara Limited, Hastie Group Limited and Lihir Gold Limited;
  • institutional placements by Charter Hall Retail REIT, Icon Energy, Atlantic Limited; Beadell Resources Limited, CSG Limited, Salmat Limited, Becton Property Group, Macquarie Group, Macquarie Communications Group and Arc Energy; and
  • shareholder exits, including the sell-down by Clough Limited of its shareholding in Forge Group Limited via a block trade.

Brendan has advised issuing companies on capital raising transactions, including:

  • the initial public offerings and ASX listings of Tigers Realm Coal Limited, Kathmandu Holdings Limited, Tatts Group Limited, Patties Foods Limited, Range River Gold Limited and Pro Medicus Limited; and
  • rights issues and institutional placements by Orion Gold, Skilled Group Limited, Toll Holdings Limited, Oxiana Limited, Range River Gold Limited and Perseverance Corporation Limited; and
  • acted for Tatts Group on the 2012 retail bond offer to raise approximately $200 million under a vanilla bonds prospectus under ASIC Class Order 10/321. This was the first one-part prospectus issued under that class order (since the relief was granted by ASIC in 2010).

Advising Centro Retail in relation to Centro's restructure and aggregation with a value of $5.374 billion. This transaction was one of the most complex restructures ever undertaken in Australia, involving a significant merger / aggregation with extensive disclosure and securityholder approval obligations and a very large debt for equity swap transaction.
Significant experience in corporate structuring and equity funding arrangements for major projects, including:

  • acting for the AquaSure consortium in its successful bid to construct and operate the $4.7 billion Victorian Desalination Plant;
  • advising Plenary Health in relation to its $1 billion PPP transaction with the Victorian State Government for the construction and operation of the Victorian Comprehensive Cancer Centre;
  • acting for the Exemplar Health consortium in its successful bid to construct and operate the $2.03 billion Sunshine Coast University Hospital;
  • acting in relation to the investment by MedImmune Ventures Inc in NeuProtect Pty Ltd by way of a subscription for preference shares; and
  • acting for Renex Group in relation to an equity funding transaction with a consortium of Macquarie and Cleantech for a proposed soil decontamination project.
    Significant experience in mergers and acquisitions (both public and private) includes the following recent transactions:
  • advising Orion Gold NL on its acquisition of all the securities in Kamax Resources Limited, an unlisted mining company;
  • advising Myer on its acquisition of a 65% interest in Sass & Bide and related ongoing arrangements between shareholders in Sass & Bide and on separate transactions for the acquisition of certain assets and intellectual property associated with the fashion brands Wayne Cooper, Bauhaus and Trent Nathan;
  • acting for Mitsui Bussan Woodchip on its acquisition of Great Southern Timber Holdings Limited and Hansol PI Pty Ltd;
  • advised Sornem Group Pty Ltd on the acquisition of Centre for Investor Education Pty Ltd by business and asset sale;
  • advising Essar Group on its acquisition of UCMS Group Limited by scheme of arrangement for $65 million;
  • advising Oxiana Limited on its $12 billion merger with Zinifex Limited by scheme of arrangement;
  • acting for Perseverance Corporation Limited on its acquisition by Northgate Minerals Corporation by scheme of arrangement for $182 million;
  • advised on securities law issues relating to the spin off of Toll Holdings Limited's port and rail assets into Asciano Limited by scheme of arrangement and the listing Asciano on ASX;
  • advising Smorgon Steel Group Limited on various aspects of its merger with OneSteel Limited by scheme of arrangement;
  • acted for Incitec Pivot on its separation from Orica Limited through Orica's disposal of its 70 percent shareholding by way of institutional selldown and selective share buy-back for $857 million;
  • acted for Tatts Group Limited on its $3.8 billion merger with UNiTAB by scheme of arrangement;
  • acted for Victoria University in its successful application to the Takeovers Panel regarding an underwritten rights issue proposed to be undertaken by IP3 Systems Limited;
  • advised Oxiana Limited on its acquisition of the Prominent Hill assets from Minotaur Resources Limited by scheme of arrangement;
  • acted for both purchasers and sellers on various private, negotiated business and share sale transactions; and
  • assisted in advising Hydro Electric Corporation on its joint venture with CLP Power Asia Limited for development of renewable energy projects (Roaring 40s).

See Corporate / M&A

Capital Markets and Securities

Acting for major investments banks and brokers in their roles as lead managers or underwriters of various capital raising transactions, including:

  • public offer of Notes by Healthscope and APA Group;
  • public offer of Convertible Preference Securities by Macquarie Group Limited;
  • acted for Tatts Group on the 2012 retail bond offer to raise approximately $200 million under a vanilla bonds prospectus under ASIC Class Order 10/321. This was the first one-part prospectus issued under that class order (since the relief was granted by ASIC in 2010).

See Capital Markets and Securities

Knowledge

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