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Stephen Clarke
Partner, Melbourne
Stephen’s practice focuses on private M&A and public regulated transactional work, fundraising, fund establishment, and corporate governance advisory. Stephen has significant experience in transactions across pharmaceutical, medical technology, healthcare, private equity, infrastructure, manufacturing, financial services, retail, hospitality, dairy, agriculture, e-commerce, technology and renewables sectors.

Stephen regularly advises on both the sell-side and buy-side in respect of domestic and inbound investments into Australia, regularly managing multiple stakeholder transactions across jurisdictions. Stephen assists early stage and established corporate clients with asset and equity acquisitions and divestments in exclusive bilateral negotiations and within the framework of competitive processes.

Career highlights

Advised the DBG Health Group on a variety of transactions including its:

  • acquisition of Viatris Inc.’s Australian and New Zealand over the counter (OTC) product portfolio;
  • equity subscription and secondary purchase in genetic testing and reporting player, MyDNA, Inc., establishing a majority shareholding position;
  • acquisition of the equity interests in MCo Beauty Pty Limited, one of Australia's leading luxe-for-less, PETA-certified beauty brands;
  • acquisition of Apotex International Inc.'s 50% equity interest in Arrotex Holdings;
  • acquisition of the equity interests in Makeup Cartel Holdings Pty Ltd, a leading premium 'clean beauty' platform;
  • acquisition of the equity interests in in Axe Health Holdings Pty Ltd, a Melbourne based pharmaceutical consultancy services business; and
  • acquisition of the equity interests in Nude Holdco Pty Ltd (Nude By Nature) a 'clean beauty' brand with products made from 100% natural ingredients while remaining 100% cruelty free, from Crescent Capital.

Advised listed Australian agribusiness, Elders Limited (ASX:ELD) on its acquisition of 100% of the shares in rival agribusiness Delta Agribusiness Pty Ltd, and indirectly each of Delta’s subsidiaries and minority interests, for an enterprise value of A$475 million.

Advised Bain & Company (leading global consultancy) on its acquisition of Australian AI consulting business, Max Kelsen and its acquisition of ArcBlue, a leader in online procurement consulting across the Asia-Pacific region.

Advised founders of Removery (the world’s leader in laser tattoo removal) on initial group structuring, governance and preliminary equity fundraising rounds, and various acquisitions of operating Australian, US and Canadian studios.\

United Super Pty Limited as trustee for the Construction and Building Unions Superannuation Fund (Cbus), on the acquisition of a 33.3% economic interest in the Jandakot Airport Joint Venture which owns and operates the Jandakot Airport precinct south of Perth, Western Australia.

Advised founders on the establishment and initial fundraising of the HEAL Fund, a dual Australian and Cayman Islands based investment fund, focussing on strategic health, education and lifestyle investments. Advising HEAL Fund on a number of global portfolio investments into fertility clinics, higher education, childcare and medical technology businesses.

AddLife group (a Sweden based group of companies in the life sciences industry and part of the NASDAQ Stockholm listed AddLife AB (publ)), on multiple strategic acquisitions of Australian businesses.

Advised Fluidra Group Australia Pty Ltd ACN 002 641 965 (a subsidiary of Spanish multinational listed group operating in the swimming pool and wellness sector, Fluidra S.A.) (BME:FDR) on various acquisitions, including:

  • Pooltrackr Pty Ltd a provider of pool and spa business management services via a proprietary end-to-end pool technology management platform known as 'Pooltrackr';
  • Chadson Engineering Pty Ltd, a market leader in the design and manufacture of commercial filtration systems predominantly for swimming pools, water theme parks, marine parks and aquaculture;
  • SRS Australia Pty. Ltd. and Sunbather Pty Ltd, each subsidiaries of SRS Holdco, LLC, a US-based manufacturer of commercial and residential pool deck equipment and accessories, with a global network of distributors across the US, Australia, Canada and Europe; and
  • Fabtronics Australia Pty. Ltd., a manufacturer and supplier of motor capacitors, transformers, gap pads and printed circuit boards, used in the manufacture of bespoke pumps and automated control systems for pools and spas.

Advised Smile Partners Australia across a diverse range of portfolio acquisitions, divestments and debt and equity capital activities.

France based investment fund, Genairgy SAS, in relation to its A$60 million equity investment in Intrepid Group Limited.

AIA Vitality Pty Ltd (a wholly owned a joint venture between AIA Australia and Discovery Australia), on its acquisition from GMHBA Limited, its interest in MO Support Pty Ltd (the Australian health insurance fund offering, among other things, the 'myOwn' brand and product known as 'AIA Vitality'.

BWX Limited on its acquisition of a 50.1% equity interest in Go-To Enterprise Holdings Pty Ltd (being an Australian skin care provider founded by Zoë Foster Blake, with a range of simple, trusted and effective skin care products for the masstige market).

Arrow Pharmaceuticals in relation to its merger with the Apotex Australia business, to form Australia's largest generic pharmaceutical and private label OTC business.

SmatBear Software, Inc and its UK subsidiary, SmartBear UK Limited in relation to its acquisition of the 'Pactflow Business' and associated open source community maintenance and administrative rights from DiUS Computing Pty Ltd.

Advised Varden Process Pty Ltd (sustainable packaging manufacturer and technology company) on its Series A and Series A+ equity fundraising round (via the issue of Series A+ Preference Shares to cornerstone investors JDE, Horizons Ventures Limited and Main Sequence).

Advised listed Australian travel company Helloworld Travel Limited (ASX:HLO) on an array of acquisitions and investments, including:

  • Barlow Travel Group, a leading corporate and events travel provider based in New Zealand;
  • Express Travel Group (and its associated entities), the largest owned and operated group of fully independent travel agencies in Australia; and
  • Phil Hoffmann Travel, an Adelaide based retail travel agency group.

Advised SoftBank Robotics Singapore Pte Ltd on its acquisition of Millennium Services Group Limited (ASX:MIL) under a Court approved scheme of arrangement between Millennium and its shareholders.

Advised Temasek Capital Management Pte. Ltd. on its co-investment alongside Pacific Equity Partners and other investors on the combined acquisition of a 50% interest in Opal Healthcare, Australia's largest residential aged care provider.

Advised the founders of Proclaim Management Solutions Pty Ltd and its shareholders on the sale of 100% of the issued share capital in Proclaim to DWF Australia CMA Holdings Pty Ltd, a subsidiary of DWF Law, LLP.

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