MinterEllison advises Wellcom on $265 million acquisition by Innocean

2 mins  31.07.2019

MinterEllison has advised Wellcom Group Limited (Wellcom, ASX: WLL) which has entered into a Scheme Implementation Deed (SID) with Innocean Worldwide Inc (Innocean, KRX: 214320) under which Innocean will acquire 85% of Wellcom shares, valuing Wellcom at A$265.8 million.

MinterEllison acted for Wellcom, a leading global creative production and marketing services agency working across Australasia, Asia, Europe and the United States.

MinterEllison advised Wellcom on all aspects of the proposed acquisition by Innocean, including the SID and related documents and is now preparing the scheme booklet for the necessary shareholder and court approvals.

Innocean will acquire all of the issued share capital of Wellcom for $6.70 in cash per share (Scheme Consideration), except for 15% of Wellcom shares held by an entity related to Wellcom's Chairman, Wayne Sidwell, which will not participate in the Scheme.

Wellcom's Chairman proposes to enter into put and call arrangements over that residual stake that are exercisable from 3 to 7 years after implementation of the Scheme.

"Innocean's offer to purchase 85% of the issued share capital of Wellcom will provide a great opportunity for its businesses and people by offering a larger geographical footprint and new opportunities in complementary business channels," said Bart Oude-Vrielink, MinterEllison Partner who led the deal.

"The transaction is an important and exciting strategic decision that will amplify Wellcom's capabilities," said Mr Oude-Vrielink.

The MinterEllison team was led by Bart Oude-Vrielink and Nick Broome (Partners) and Sudharshan Senathirajah (Special Counsel). They were supported by Mark Simkiss (Lawyer) and Josh Carfi (Graduate).

Wellcom's financial advisers are Kidder Williams Limited, led by David Williams, supported by James Chuah.

For media enquiries, please contact:

Charlotte Juhasz
Director, Corporate Communications & Media
M +61 408 837 975

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https://www.minterellison.com/articles/minterellison-advises-wellcom-on-$265-million-acquisition-by-innocean

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