Mergers and Acquisitions

Minter Ellison’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.

Baosteel/Aurizon joint off-market bid for Aquila Resources Limited

Advised Baosteel Resources Australia on its successful $1.4 billion joint off-market bid with Aurizon Operations Limited to acquire 100% of the share capital of Aquila Resources. This is the first time a Chinese and Australian company have launched a joint takeover bid.

Sale of pharmaceuticals arm to Aspen Pharmacare Holdings Ltd

Advising Sigma Pharmaceuticals on the A$900m takeover offer from South African Aspen Pharmacare. The pharmaceuticals division includes Sigma’s generics, consumer, over-the-counter, Herron, ethical products, medical products, Orphan and manufacturing businesses. Sigma will retain its healthcare division, which incorporates its wholesale and retail businesses. This transaction is the largest overseas asset purchase by an African company in three years. The proposed sale is subject to a number of conditions, including shareholder approval, lender approval, regulatory approval and preparation of definitive sale documentation.

Sale of Cool Clear Water Group

Acted for Cool Water Group Limited in the sale of its entire share capital to Waterlogic Plc, a manufacturer and global distributor of point-of-use drinking water purification and dispensing systems. Waterlogic has entered into a conditional agreement to acquire the share capital, with A$60m to be paid on completion. Our role included developing a novel structure to ensure the sale of 100% of shares to the buyer from approximately 30 shareholders, many of whom were no longer actively involved in the business.

New South Wales Interstate Rail Network Restructure

Advised NSW Government in relation to a major restructure of the State's non-metropolitan rail system which included an investment of A$800 million+ in rail infrastructure by the Commonwealth Government. The arrangements effectively incorporated 3000kms of NSW interstate and Hunter Valley mainline railway track under the same operation and management as the interstate standard gauge mainline railway track. We also subsequently advised on commercial arrangements in relation to the take up by ARTC of the Metropolitan Freight Network and the Southern Sydney Freight Line.

Privatisation of National Rail Corporation Ltd

Assisted National Rail Corporation Limited (now Pacific National) in relation to the sale of the Commonwealth, NSW and Victorian Governments' interests in National Rail.