We have extensive experience in dealing with the key issues that drive financial sponsors’ businesses: funds management and fiduciary concerns; a dominant focus on cash and efficient capital structures; financial and operational leverage; close working relationships with portfolio company managers and superior transaction execution. In the structures, advice, diligence and agreements we prepare, we maintain a clear focus on these key commercial issues for our clients.
Our team works with regulated M&A experts to help solve complex public to private transactions as well as our Banking + Infrastructure experts who look at the strategic and financial needs of our clients. We bring disciplined, effective and experienced management to large structured deals, and leverage cutting edge technology and remaining flexible and open to novel opportunities.
- Providing highly developed governing documents and advising on the establishment of private equity, infrastructure and other funds.
- Advising Limited Partners on investments in Australian funds (and relevant offshore parallel fund vehicles).
- Negotiating and documenting a range of investment transactions and subsequent divestment transactions (LBOs, MBOs, trade sales, mergers or floats). We have particular expertise in follow-on transactions and the legal and commercial issues they raise, including where follow-on investment comes from different funds within the financial sponsor’s franchise.
- Acting for both financial sponsors and lending banks on leveraged acquisitions and leveraged joint venture.
- Advising the boards of portfolio companies, sponsors and banks on recapitalisations and refinancings of leveraged transactions.
- Advising on the full range of public market transactions including PIPES, P2Ps and joint ventures with publicly listed companies.
- Structuring Management Equity Plans.
- Foreign investment advice and clearances.
- Providing best of breed, market-accepted transaction documentation.
- Undertaking vendor and acquisition legal due diligence with a focus on financial sponsor’s issues including the range of issues of typical concern for acquisition financiers.
Our experience includes advising:
- KKR on the proposed acquisition of a 55% interest in Colonial First State (CFS) and establishment of a joint venture with Commonwealth Bank of Australia, with the transaction valuing CFS at $3.4 billion
- BGH Capital Consortium on the $2.1 billion acquisition of Navitas by scheme of arrangement – the biggest private equity buy out by an Australian based PE firm.
- Quadrant Private Equity on the acquisition of QMS Media by scheme of arrangement.
- KKR on its investment in GreenCollar, a leading Australian environmental markets business - the first Australian investment by KKR’s US$1.3 billion Global Impact Fund.
- Quadrant Private Equity on the sale of a majority stake in APM to Madison Dearborn Partners for an enterprise value of $1.6 billion.
- Adamantem Capital on the acquisition of Legend Corporation by scheme of arrangement.
- KKR on the $2 billion takeover of MYOB Limited by scheme of arrangement.
- CPE Capital on the acquisition of Cell Care, the largest cord blood and tissue bank in Australia
- GrainCorp on its successful defence of the $3.3 billion highly geared approach by Long-Term Asset Partners - financed by Goldman Sachs and Westbourne Capital.
- TPG Capital on the $1 billion (enterprise value) acquisition of Greencross by scheme of arrangement.
- Pacific Equity Partners on the $964 million sale of Allied Pinnacle to Nisshin Seifun Group.
- Pemba Capital Partners on the $701 million sale of Device Technologies, one of Australia’s largest private medical device manufacturers and distributors.
- Carlyle International Energy Partners on Australian aspects of the acquisition of the EnerMech Group.
- Harbour Energy on the $14.4 billion proposed acquisition of Santos Limited.
- Crescent Capital Partners on the acquisition of Nucleus Networks.
- CPE Capital on the $1 billion sale of Accolade Wines.
- Quadrant Private Equity on the $1 billion sale of the Real Pet Food Co.
- Investa Commercial Property Fund on the $3.35 billion battle for the ASX listed Investa Office Fund between Oxford Properties & Blackstone.
- The Carlyle Group and Pacific Equity Partners on the $1.23 billion acquisition of iNova Pharmaceuticals from the Valeant Group – the biggest leveraged public buyout in Australia in 2017.
- Quadrant Private Equity on the sale of CQMS Razer to American Industrial Partners.
- TPG Capital and the Ontario Teachers’ Pension Plan on proposed $2.75 billion acquisition by TPG of Fairfax by scheme of arrangement.
- KKR on the acquisition of Laser Clinics Australia.
- Bain Capital on the acquisition of Betty’s Burgers.
- Crescent Capital Partners on the acquisition of the Viridian Glass group from CSR Limited.
Awards + Recognition
Ranked Band 1 for Private Equity.
Named 'Law Firm of the Year' for Private Equity Law and for Corporate Law.
Gilbert + Tobin was awarded Private Equity Legal Adviser of the Year.
Ranked as an 'Outstanding’ firm in the Asialaw Profiles 2019. Also ranked ‘Outstanding’ in Private Equity, M&A and Capital Markets.
Named ‘Law Firm of the Year (101 – 500 lawyers)’ and advised on two winning deals.
“I have enjoyed nothing but first-class service and outcomes from Gilbert + Tobin in the private equity space; the entire team has significant depth and quality.”