Corporate (M&A/ECM)

Overview

Understanding the economic and commercial rationale behind every transaction and providing the best legal solutions to help achieve your business objectives is at the heart of our corporate team’s approach.

A really excellent firm which is making a mark.
Chambers Asia-Pacific

Our corporate lawyers have represented participants in some of Australia’s largest transactions and provided advice on the implementation of company transforming deals, specialising in Mergers & Acquisitions (M&A) and Equity Capital Markets (ECM).

We are supported by specialist finance, tax, competition, property and IP lawyers who can assist in the resolution of a range of issues related to complex corporate and M&A matters, including ACCC merger clearances, transaction structuring, tax rulings, negotiation of acquisition finance facilities and due diligence.

Mergers & acquisitions

Leading corporations work with us on a full range of M&A transactions, from innovative public takeover bids and major private-treaty acquisitions and disposals, to privatisations and complex court approved mergers by scheme of arrangement and large scale due diligence exercises. Our experience extends to stapling arrangements and asset transfer schemes, as well as the tax, competition and financing aspects of merger and acquisition deals.

Our industry experience is broad, covering a range of sectors and industries including energy and resources, agribusiness, financial services, media, transport, wine and other beverages, building products and consumer products.

We regularly engage with regulators (ASIC, ASX and the Takeovers Panel) and are actively involved in industry bodies and contribute to leading edge developments in mergers and acquisitions.

Equity capital markets

We represent arrangers, issuers and underwriters in IPOs, rights issues, hybrid security issues and the development of a wide range of structured financial products. We can assist with the preparation of prospectuses and product disclosure statements, as well as all underlying documentation. We also undertake due diligence and the preparation of information memoranda for private offerings including private equity, seed capital and unregistered managed investment schemes.

Our expertise includes liaison with ASIC and ASX in regulatory matters, including innovative relief applications.

Experience

Recent deals

Envestra

Acting on all legal aspects of the competing merger proposal by APA Group (33% shareholder) and takeover bid by Cheung Kong Group (17% shareholder).

Unilever

Acting on its acquisition of the T2 tea business, a premium brand with 40 retail outlets in Australia, New Zealand and Singapore, with a view to expansion into new markets throughout the world.

Microsoft

Acting on the acquisition of management software assets from Event Zero.

Blackmores

JWS represented Blackmores in its landmark JV partnership with Bega Cheese in October this year to develop and sell a range of nutritional foods (including infant powders) in China and Australia. The partnership brings together two iconic Australian brands.

Independent News & Media

Advised on the disposal of its major shareholding in media conglomerate APN News & Media. This was described as a “watershed moment” for APN as its long-time Irish parent cut the apron strings. A large portion of the stake was purchased by News Corporation.

Apollo Education Group

Acting for one of the world’s largest private education providers on its acquisition of 70% of the outstanding shares of Open Colleges Australia, one of Australia’s oldest and largest providers of distance learning.

People

Recognition

Jeremy Davis, John Keeves, James Rozsa, Paul Vinci, Justin Harris, Marcus Clark, Andrew Williams & Byron Koster are recommended in Corporate and M&A Law.
Asia Pacific Legal 500, 2018
Damian Reichel, Jeremy Davis and James Rozsa are ranked as leading lawyers in the category of Corporate/M&A.
Chambers Asia-Pacific, 2018
James Rozsa is ranked as a leading lawyer in the category of Capital Markets: Equity.
Chambers Asia-Pacific, 2018
"The partner is the key contact and even the small queries are passed on to him instead of juniors. All queries are dealt with as important. This is their competitive differentiator."
Chambers Asia-Pacific, 2018
Tim Bowley, Jonathan Cheyne, Justin Harris, John Keeves, Martin Kudnig, Karina Marcar, Damian Reichel and Paul Vinci are listed as leading lawyers in Corporate Law.
Best Lawyers Australia, 2019
Sophia Bobeff, Tim Bowley, Jonathan Cheyne, Marcus Clark, Jeremy Davis, Justin Harris, John Keeves, Byron Koster, Karina Marcar, Damian Reichel, James Rozsa, Peter Smith, Paul Vinci and Andrew Williams are listed as leading lawyers in Mergers & Acquisitions Law.
Best Lawyers Australia, 2019
Jonathan Cheyne, James Rozsa and Paul Vinci are listed as leading lawyers in Equity Capital Markets Law.
Best Lawyers Australia, 2019
"A very nimble firm, able to work quickly and offering a lot of contact with the partner."
Chambers Asia-Pacific, 2017
"The partners were readily accessible at any time of day and always provided timely service."
Chambers Asia-Pacific, 2017
James Rozsa is ... particularly valued by clients as an adviser with "the rare quality of assessing risk rather than just identifying it and focusing on the stuff that poses genuine problems."
Chambers Asia-Pacific, 2017
"It comes down to the quality of the very good senior people and the expertise and insight they are able to bring, rather than our having to pay for lots of junior lawyers."
Chambers Asia-Pacific, 2016
"We were very happy with the representation: we needed a lot of guidance and hand-holding and they helped us to figure out Australia and what our strategy should be."
Chambers Asia-Pacific, 2016
Damian Reichel is "technically excellent, commercially astute and pragmatic and a strong guardian of our interests."
Chambers Asia-Pacific, 2016
Johnson Winter & Slattery "impresses with its exceptional willingness to engage with, and understand, its clients".
Asia Pacific Legal 500, 2016

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