Australian Law Firm of
the Year 2012

Deal of the Year 2012: GrainCorp dual acquisition of Gardner Smith Group and Integro Foods

Mergers and Acquisitions

MinterEllison’s expertise covers the full spectrum of M&A transactions, both in the public markets domain and by private treaty. Our M&A lawyers advise across a range of industries, particularly energy and resources, transport, financial services, technology, media and telecommunications, and health and ageing.

We act for a large and established client base of international and Australian clients in both hostile and recommended public company takeover bids, public-to-private transactions, private treaty trade sales and acquisitions, as well as joint venture arrangements, mergers, privatisations and reconstructions by schemes of arrangement.

Our M&A team is experienced in developing strategy and working closely with our clients’ financial advisers to successfully execute an agreed strategy. As Asia Pacific’s largest law firm, we have the ability to speedily assemble an M&A transaction team with the depth of resources required to implement transactions efficiently, including those with cross border operations.

As well as assisting with clients’ negotiation and execution strategies, we advise on transaction risk identification and allocation.

Our internal structure allows us to bring together expert, integrated M&A teams, including lawyers with applicable industry credentials and legal expertise in competition, tax structuring and acquisition finance, as client and transaction requirements dictate.

Our tax structuring expertise is one of the deepest in our region, and has benefited many of our M&A clients. In competition law, we have leading experts, one of whom has written the leading textbook in the field that is now in its 30th edition.

Expansion of Australian healthcare division

Advised Air Liquide S.A. on the expansion of its Australian healthcare division through a number of acquisitions in the sleep apnoea treatment market.

A$9.05 billion consortium acquisition of Asciano Limited

Asciano is one of Australia's largest logistics firms, with a transaction value of A$9.05 billion, this transaction is one of Australia's largest ever takeovers. The joint transaction arose out of the highly unusual situation where two competing bidders 'joined forces'.

The deal involved numerous iterations of a large number of complex transaction documents, in respect of both the initial transaction and for the joint transaction. The transaction involved an international consortium comprising eight of the world's largest infrastructure investment funds, sovereign wealth funds and pension funds.

From a competition perspective, the joint transaction was structured to address potential competition issues raised by the ACCC in relation to the initial individual consortium bids and will result in what should be an outcome acceptable to the ACCC. In particular, to allay ACCC concerns, Brookfield and Qube will have no interest in the Pacific National rail business and Qube will not acquire an interest in the Bulk & Automotive Port Services businesses.

Sale of Alcoa's stake in the Dampier to Bunbury Natural Gas Pipeline to DUET

Advised Alcoa of Australia on the sale of its stake in DBP, the owner and operator of the Dampier to Bunbury Natural Gas Pipeline, to DUET Group for A$205 million. DBP is currently owned 20 per cent by Alcoa and 80 per cent by DUET (in aggregate). As part of the transaction Alcoa will maintain its current access to approximately 30 per cent of the pipeline's transmission capacity for gas supply to its three alumina refineries. Alcoa is Western Australia’s largest user of natural gas and biggest pipeline customer.

Takeover bid made by Crescent Capital Partners to acquire ASX listed Cardno Limited

Participation in the all cash off market proportional takeover bid made by Crescent Capital Partners to acquire to acquire 1 out of every 2 shares in ASX listed Cardno Limited.

Merger of Ergon and Energex

Advised on all aspects of the merger between State-owned energy companies Ergon Energy and Energex, including review of legislation, development of implementation plans, due diligence and establishment of relevant corporate entities.