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Keith Tan
Special Counsel, Melbourne
I am a public M&A specialist focused on takeover bids and schemes of arrangement. I have acted on over 26 schemes of arrangement and numerous takeover bids, including some of Australia's largest and most closely watched control transactions. I advise bidders, targets and substantial shareholders across the full deal lifecycle: strategy and structuring, board process and governance, regulatory clearances (FIRB, ACCC and ASIC), Takeovers Panel proceedings, and implementation.

My experience spans financial services and wealth, infrastructure and engineering, resources and energy, technology and cybersecurity, telecommunications, consumer and health, childcare and education, and media and leisure.

I have been named in Best Lawyers: Ones to Watch in Australia for Mergers and Acquisitions Law (Melbourne) in each of the 2022, 2023, 2024 and 2025 editions.

Career highlights

  • Qube Holdings Limited: advising Temasek, a co-investor in the Macquarie Asset Management-led consortium, on the A$11.7 billion take-private of Qube Holdings by scheme of arrangement (alongside UniSuper and Pontegadea), one of the largest Australian take-privates of recent years.
  • Advanced Innergy Solutions Limited: advising Advanced Innergy Solutions in respect of its $90 million acquisition of Matrix Composites & Engineering Limited, by scheme of arrangement. 
  • Johns Lyng Group Limited: advised Johns Lyng Group on its A$1.3 billion take-private by Pacific Equity Partners by scheme of arrangement at A$4.00 per share, about a 70% premium to the pre-proposal price, with management and employee shareholders able to elect shares in PEP's holding company instead of the all-cash consideration offered to others.
  • Tesserent Limited: advised Tesserent, one of Australia's largest listed cybersecurity firms, on its acquisition by Thales by scheme of arrangement at A$0.13 per share, about a 165% premium, a cross-border transaction with sovereign cyber and defence sensitivities.
  • Village Roadshow Limited: advised Village Roadshow on its take-private by BGH Capital by scheme of arrangement at A$3.00 per share (an implied equity value of about A$585 million). The deal was negotiated and completed at the height of the pandemic, with Village Roadshow's theme parks and cinemas closed, and was implemented through two connected schemes with additional per-share consideration payable on the reopening of those venues.
  • SoftBank Robotics: advised SoftBank Robotics on its A$57.2 million acquisition of Millennium Services Group by scheme of arrangement, SoftBank Robotics' first acquisition of an ASX-listed company, and separately on its strategic investment in icetana AI Limited.
  • Systra SA: advised Systra SA, a fourth transaction for Systra in three years, on its acquisition of BG&E Group, a public unlisted company, by scheme of arrangement, a bespoke structure combining public scheme mechanics with private M&A features, and Systra's largest Australian acquisition to date.
  • HUB24 Limited: advised HUB24 on its acquisition of Class (A$386 million) and of Xplore Wealth (A$60 million), each by scheme of arrangement with mixed cash-and-scrip consideration.
  • Slater & Gordon Limited: advised Slater & Gordon on its approximately A$78 million acquisition by Allegro Funds by off-market takeover bid, a transaction with a bespoke debt-and-equity structure.
  • Diverger Limited: acted on the A$45.3 million acquisition of Diverger by Count Limited by scheme of arrangement, with cash-and-scrip consideration, in the face of a competing proposal from COG Financial Services and matching rights in Count's favour.
  • Warrnambool Cheese & Butter Factory Holdings Limited: advised Warrnambool Cheese on responding to competing takeover offers from Bega Cheese (hostile), Saputo (recommended) and Murray Goulburn (unsolicited), one of the most contested auctions for control in recent Australian corporate history.

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