I work closely with both private and publicly listed companies on a range of corporate and commercial transactions, providing astute and commercial legal advice. My aim when working with any client is not only to be a legal adviser who provides answers to the legal questions, but also to be a key member of their team who provides solutions that ultimately create value for their businesses.
I have extensive experience in complex corporate transactions such as public and private mergers and acquisitions and capital raisings.
These transactions include the takeover bid by Bega Cheese for Warrnambool Cheese & Butter, HNA Group’s acquisition of the Allco Aviation business, Countplus’ initial public offering and listing on the ASX, Sportingbet’s acquisition of Centrebet by way of schemes of arrangement, and the fundraising by biNu, a tech startup, from local and overseas venture capital firms and private investors.
I also frequently provide advice on corporate governance, and general contract and commercial law matters.
I was admitted as a solicitor in Australia in 2006 and worked at Sparke Helmore before joining Addisons in 2007.
This week Addisons announced that a leading Maltese gambling solicitor, Samuel Gauci, has joined the firm’s Gambling Law practice area.
I was on the team that acted for fintech company Class Limited on its successful listing on the ASX, with a market capitalisation at listing of $117 million. Class is a leading provider of cloud-based administration software solutions for SMSF administrators in Australia. Class’ IPO involved the issue of new shares and a partial sell-down of existing shares by the company’s shareholders.
I acted for accounting firm Moore Stephens Sydney on all legal aspects of its merger with Pitcher Partners Sydney. The merger creates a firm of greater size and strength that provides a strong platform for growth. Before to the merger, we have acted for Moore Stephens Sydney for a number of years.
I was on the team that acted for the Moxey family on the sale of Moxey Farms, one of Australia’s largest single-site dairy operations, to a consortium comprising Leppington Pastoral Company, New Hope Dairy and Freedom Foods.
We advised the Board of ASX-listed Sims Metal Management, the world’s largest metals and electronics recycler, on the company’s engagement of its CEO. We also advised Sims Metal Management on the preparation of its notice of annual general meeting, at which approval from its shareholders for the grant of termination benefits was obtained.
I was on the team that acted for TriAusMin Limited, a company that was listed on the ASX and the Toronto Stock Exchange, on its scheme of arrangement with its shareholders. The scheme resulted in Heron Resources Limited acquiring all of the shares in TriAusMin. The merger provided the merged company with the resources to advance the Woodlawn Underground and Woodlawn Tailings Retreatment projects south of Goulburn. We advised TriAusMin on the scheme booklet as well as the scheme court process.
We advised diversified financial services company Bluestone Group on all of the Australian legal aspects of the sale of a significant stake in the company to private equity company LDC, which is part of the Lloyds Banking Group in the UK. This transaction was the latest handled by Addisons who have acted for Bluestone Group since 2007. Our team also advised on Bluestone Group’s move of its headquarters to the UK.
I worked closely with NRMA on an extensive review and redrafting of its corporate constitution, which was approved by its members. NRMA was seeking to modernise its constitution to reflect a more contemporary and relevant governance structure.
I was a key member of the Addisons team that acted for Bega Cheese on its off-market takeover bid for Warrnambool Cheese & Butter. This was a long running matter that involved a three way bidding war and Takeovers Panel proceedings. Based on the Bega Cheese bid, the value of this transaction was in the vicinity of $400 million. Addisons has also advised Bega Cheese on a number of other transactions.
I was part of the team acting for Countplus Limited on its IPO and listing on ASX. The transaction also involved staged acquisitions by Countplus of 18 accounting and financial planning businesses in the lead-up to its IPO. We continue to advise Countplus on a range of transactions, including acquisitions of accounting and financial planning businesses by its subsidiaries.
HNA Group is a diversified transportation, logistics and hospitality group, which includes Hainan Airlines, the largest private airline in China. We acted for HNA Group on its acquisition of aviation assets with a portfolio value of US$3 billion from the receivers of Allco Finance Group.
Risk can erode your hard-won purchase price. Take these steps to manage risk.
Companies preparing for an initial public offering (IPO) that have directors who do not understand English or are not familiar with the Australian regulatory requirements for a prospectus should take note of the Court's findings in ASIC v Sino Australia Oil and Gas Limited (in liq) (Sino case).
Most companies have a Constitution setting out the rules governing its activities and the rights and obligations of its shareholders and directors. It is not uncommon for shareholders in a closely held or joint venture company to also decide to adopt a Shareholders Agreement to regulate their relationship.