Ron Forster
Consultant, Sydney
Ron Forster specialises in mergers and acquisitions, capital raising, corporate restructuring and is a trusted adviser to corporate boards. He advises on a wide range of public and private company contested and uncontested takeovers, capital raisings and company restructurings.

His in-depth knowledge of the law and tactics of public company takeovers has made him a trusted adviser to some of the firm's largest clients. With over 25 years in practice, Ron has extensive experience in both domestic and cross-border transactions across multiple industry sectors including the resources and oil and gas sectors, financial services, manufacturing, bioscience, and media and broadcasting. In addition to takeovers, Ron advises on capital raisings, including private equity raising at the seed capital stage through to initial public offerings (IPOs), rights issues and placements.

Corporate restructuring is another area of focus assisting ASX companies restructure their debt through recapitalisations, undertaking shareholder or creditor schemes of arrangement, capital reductions and spin off IPOs. Ron also assists clients in achieving successful outcomes in strategic corporate litigation matters working closely with the litigation team and on matters involving the Takeovers Panel.

Career highlights

  • Centerbridge Partners on numerous transactions including:

One of Australia's largest recapitalisations involving the successful restructure of in excess of AUD$1 Billion million debt of Boart Longyear by way of two creditor schemes of arrangement and shareholder approval. This transaction also involved a redomicile of the Boart Longyear holding company from Australia to Canada as well as securing new funding facilities post the restructuring; .

The initial recapitalisation transaction with Boart Longyear. The recapitalisation involved a series of transactions, including debt refinancing by way of new 'covenant lite' term loans of up to US$225 million and a US$119-127 million equity raising carried out in several stages along with a share buy-back. The matter was contested by a group of creditors and by two related shareholders and involved several court hearings, two successful appeals before the NSW Supreme Court and a Court ordered mediation;

Acted in relation to the purchase all of the equity in Speedcast International's (Speedcast) subsidiaries under a restructuring proposal that saw Speedcast refinance over US$650m of debt and US$1.1bn of balance sheet assets.

  • Hometown America Corporation on its acquisition by off market takeover bid of Gateway Lifestyle Group (and ASX Listed land lease community business) for approximately $700 million.
  • Mirvac Group: Advised in relation to the takeover by way of scheme or arrangement of the Westpac Office Trust, an ASX listed trust holding over $1 billion worth of property
  • GIC Infrastructure on its $9 billion participation in the Brookfield consortium bid for Asciano Limited.
  • Centerbridge Partners in relation to the $200 million scheme of arrangement for Billabong Limited.
  • Beach Energy on its merger with Drillsearch Energy by scheme of arrangement forming a combined group with a market capitalisation of in excess of $1 billion.
  • Blackthorn Resources Limited on its transformative scrip merger with Intrepid Mines Limited by way of a scheme of arrangement. The transaction involved what is believed to be a unique transaction structure where the bidding company, Intrepid Mines, offered its shareholders a capped cash buyback, to provide an opportunity for its shareholders to sell out under the buy back if they did not wish to remain as part of the merged group.
  • Antofagasta PLC on numerous transactions, including:

Antofagasta PLC, Equatorial Mining Limited, Sierra Gorda Copper Pty Ltd on a three-way merger through scheme of arrangements involving amalgamation of two Australian companies, Equatorial Mining Limited & Sierra Gorda Copper Pty Ltd, and transferring all their assets to Antofagasta PLC, an overseas holding company. This was an innovative scheme structure which was the first of its kind which allowed Antofagasta to transfer all its assets out of Australia through the scheme.

On the successful $527 million bid for Equatorial Mining Limited. We advised on all aspects of this takeover bid including strategy concerning the rival offer and compulsory acquisition.

On its acquisition of a substantial minority shareholding in Tethyan Copper Company Limited, an (at that time) ASX listed company, and a 50% joint venture interest in minerals leases and gold and copper deposits in the Province of Balochistan in the Republic of Pakistan.

  • Syndicate of Banco Santander, Fortis Bank and RBS on the Australian regulatory aspects of the acquisition of ABN Amro for €71 billion.
  • Areva Australia Pty Ltd on the acquisition of a strategic minority shareholding in, and a strategic alliance with, uranium explorer Summit Resources Ltd.
  • Acting for a member of the APA consortium, in connection with the $11 billion recommended off-market takeover of Qantas.
  • Retail Employees Superannuation Pty Limited and UBS International Infrastructure Fund on the acquisition of Collgar Wind Farm Pty Ltd, the developer of the 206MW Collgar wind farm project. The project was acquired from Investec Bank (Australia) Limited. The acquisition and development costs total $740 million.
  • Affinity Equity Partners Limited on the A$310 million leveraged financing of its takeover (public to private) of Colorado Group, including the structuring of the fund's equity investment in the holding vehicles. This was the first executed unsolicited takeover bid by a private equity firm in Australia.
  • AstraZeneca Pty Ltd on the Australian aspects of its worldwide $67 billion merger.
  • AMP Limited on its interests in Equatorial Mining Limited including its public company takeover for Equatorial and its offer to buy out the minority shareholders.
  • Mirvac Group in relation to the $414 million takeover of Westpac Office Trust, an ASX listed trust holding over $1 billion worth of property.
  • PTTEP Australasia Limited, a wholly owned subsidiary of PTTEP, the Thai national oil and gas company on its private treaty acquisition of 100% of the issued securities in Coogee Resources Limited, holding a number of oil and gas properties, from 19 vendors.
  • CMA Corporation Limited on a complex refinancing which involved new secured facilities from GE Commercial and Stemcor Trade Finance, replacing facilities provided by ANZ and KKR. This follows advising on the new equity capital raising by CMA , which allowed CMA to emerge from a long ASX trading suspension.
  • TBI plc (acquired by Airport Concessions and Development) a UK public listed company, on its acquisition of a minority shareholding in 5 Australian airports.
  • AMP Limited on its divestiture of interests in the Tomago Aluminium Smelter and the Gove Bauxite mine in excess of A$660 million.
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https://www.minterellison.com/people/ron-forster