WINNERS
The winners of Macquarie Bank ALB Australasian Law Awards 2010

 

DEAL AWARDS

Debt market deal of the year
Alinta Energy Group restructure
 
Firms:
Allens Arthur Robinson
Chang Pistilli & Simmons
Mallesons Stephen Jaques
 
Banks:
UBS
 
Why:
  • A$3.2bn restructure stabilised Alinta’s debt position vis-a-vis Babcock & Brown
  • Eliminated short-term refinancing risk, co-operatively resolved issues arising from the North West Shelf arbitration and formally internalised Alinta’s management and advisory functions
  • Extension, restructure and A$100m upsizing of existing A$2.7bn external debt facility achieved with various novel financing techniques, including introduction of contingent PIK interest arrangement and setting of financial covenants by references to budget plans and forecasts
 
 
Energy & resources deal of the year
China Minmetals - OZ Minerals acquisition
 
Firms:
Blake Dawson
Freehills
Mallesons Stephen Jaques
 
Banks:
Caliburn
Goldman Sachs JBWere
UBS
 
Accountants:
PricewaterhouseCoopers
 
Why:
  • A$1.3bn landmark investment was first time Chinese state-owned enterprise had acquired 100% of significant Australian mining assets company in the past 20-years”
  • Quick restructure of deal needed following FIRB rejection of scheme of arrangement
  • Need for complex restructuring (to de-link corporate entities holding assets being sold from those being retained by OZ Minerals and re-financing of loans at completion) led to complex escrow agreement and completion process
 
 
Equity market deal of the year
Rio Tinto capital raising
 
Firms:
Allens Arthur Robinson
Freehills
Linklaters
 
Banks:
Credit Suisse
JPMorgan
Macquarie
 
Accountants:
PricewaterhouseCoopers
 
Why:
  • US$15.2bn capital raising was second largest undertaken internationally in 2009 and one of largest ever capital raisings undertaken in Australia; executed successfully during turbulent times
  • Involved first ever rights issue undertaken by dual listed company; conducted as two inter-conditional and concurrent rights issues in Australia and UK
  • Highly complex given the DLC structure of issuer and cross- jurisdictional nature of transaction), necessitating compliance with both listed companies’ constitutional requirements and regulatory and timetable constraints
 
 
Insolvency & restructuring deal of the year
ABC Learning Centres receivership
 
Firms:
Clayton Utz
Gilbert+Tobin
Henry Davis York
Kemp Strang
Mallesons Stephen Jaques
McMahon Clarke
Minter Ellison
Minter Ellison Rudd Watts
Simpson Grierson
 
Accountants:
Ferrier Hodgson
KPMG
PPB
 
Why:
  • One of largest and most complex receiverships in Australian corporate history” involved rationalisation, restructuring and sale of 262 of the original 1,045 ABC childcare centres, and extensive cross-border issues
  • Ground-breaking rescue package involved transfer of 262 unprofitable centres to ABC subsidiary and appointment, by NSW Supreme Court, of Stephen Parbery and Daniel Bryant of PPB as Court Receivers of subsidiary - first significant court receivership since Bond Brewing
  • Expedited negotiations conducted with landlords of 262 centres, prospective purchasers, licensing authorities, ABC receivers, many Commonwealth departments
 
 
M&A deal of the year
Kirin - Lion Nathan acquisition
 
Firms:
Blake Dawson
Mallesons Stephen Jaques
Milbank Tweed
Russell McVeagh
Sidley Austin
Simpson Grierson
Sullivan & Cromwell
 
Banks:
Caliburn
Deutsche Bank
JPMorgan
 
Why:
  • Purchase for A$3.3bn by Kirin of remaining 54% of shares it didn’t already own in Lion Nathan was largest investment ever by a Japanese company in Australia and created one of the largest food and beverages company in Asia-Pacific
  • Involved negotiation of certain amendments to Lion Nathan’s US debt financing documentation to permit scheme of arrangement to proceed
  • Substantial teamwork required from both parties to negotiate and resolve challenging issues arising from this transaction
 
Project finance deal of the year
PNG LNG Project
 
Firms:
Allens Arthur Robinson
Baker & McKenzie
Blake Dawson
Freehills
Latham & Watkins

Sullivan & Cromwell

Vinson & Elkins LLP

 
Why:
  • At US$14bn was world’s largest project financing to reach financial close in 2009; biggest loan facility in history for oil & gas project; project has potential to double GDP and triple export income for PNG
  • Used novel project structure involving offshore marketing and borrowing company funding underlying unincorporated JV; numerous challenges arose from many underlying unincorporated JVs constituting upstream part of project
  • Challenges involved in developing: financing terms that satisfied requirements of all banks, ECAs and capital markets; and solutions to various requirements and constraints of state-owned participants
 
 
NZ dealmaker of the year
Pip Greenwood, Russell McVeagh
 
Why:
  • Key transactions 2009: represented underwriters in capital raisings for Pyne Gould Corporation (NZ$267m), AMP NZ Office Trust (NZ$201m), PGG Wrightson (est NZ$250m) and acting for Freightways (NZ$50m), Kiwi Income Property Trust (NZ$50M) and, with Partner Garth Sinclair, SKYCITY (NZ$228m);
  • Also also acted for NAB in the acquisition of JBWere and of AXA and for Downer EDI on a bond deal and for Kiwi Income Property Trust on their Mandatory Convertible Note.
 
 
 
NZ deal team of the year
Russell McVeagh – capital markets team
 
Why:
  • Of the 11 major equity raisings in New Zealand in 2009, Russell McVeagh's capital markets team acted on nine. In seven of those transactions the team acted for the client directly and in two of them it acted for the underwriters. 
  • In the debt and hybrid markets space, highlights included transactions for Goodman Property Trust, NZ Post, Meridian and .Auckland City Council.
 
 
Australian dealmaker of the year
Nic Tolé, AAR
 
Why:
  • Worked on multiple Rio Tinto deals with potential value of over US$200bn. These included advising Rio Tinto on BHP Billiton's US$107bn unsuccessful 'pre-conditional' offer, the US$1.5bn sale of Corumba iron ore mine/related logistics business and Argentinean potash project to Vale in December 2008/January 2009.
  • Other major Rio Tinto deals include the US$19.5bn Rio Tinto/Chinalco transaction, China's biggest investment outside China, involving Australian, Indonesian, Chilean, USA and Peruvian assets. Deal was done within a short six-week timetable. Tole also advised on the US$100b Rio Tinto/BHP iron ore JV, completed under incredible pressure in a six-week period.
 
 
 
Australian deal team of the year
Allens Arthur Robinson - equity markets team
 
Why:
  • Highlights of 2009 included the massive US$15.2bn Rio Tinto rights issue and the A$4.6b Wesfarmers capital raising, the largest capital raising by an Australian corporate;
  • Also advised on Amcor's A$1.6b entitlement offer, forming part of A$3.1bn equity and debt funding package for the acquisition of Rio Tinto Alcan packaging, the first material acquisition funding deal in the Australian market post GFC.
 
 
New Zealand deal of the year
Fisher & Paykel recapitalisation
 
Firms:
Bell Gully
Freehills
Minter Ellison Rudd Watts
Simpson Grierson
Russell McVeagh
 
Banks:
Deutsche Bank
First NZ Capital
Morgan Stanley
 
Accountants:
PricewaterhouseCoopers
 
 
Why:
  • NZ$775m deal composed of i. complete bank refinancing (NZ$575m) ii. NZ$200m equity raising (initial NZ$46m placement to Haier, NZ$143m fully underwritten pro-rata renounceable rights issue, and further top-up placement of NZ$11m to Haier) iii. cooperation agreement between F&P and Haier, and iv. introduction of cornerstone 20% shareholder
  • transaction involved negotiating and transacting these components simultaneously and under tight timeframes (during which transaction structure moved several times) so they could be announced as part of comprehensive package
  • complicated intercreditor issues arose because of different exposure levels and tenors under numerous financings that existed under the negative pledge arrangements; intercreditor solutions (confidential) were novel
 
 
Australian deal of the year
Rio Tinto capital raising
 
Firms:
Allens Arthur Robinson
Freehills
Linklaters
 
Banks:
Credit Suisse
JPMorgan
Macquarie
 
Accountants:
PricewaterhouseCoopers
 
Why:
  • US$15.2bn capital raising was second largest undertaken internationally in 2009 and one of largest ever capital raisings undertaken in Australia; executed successfully during turbulent times
  • Involved first ever rights issue undertaken by dual listed company; conducted as two inter-conditional and concurrent rights issues in Australia and UK
  • Highly complex given the DLC structure of issuer and cross- jurisdictional nature of transaction), necessitating compliance with both listed companies’ constitutional requirements and regulatory and timetable constraints
 
 
 
 
IN-HOUSE AWARDS

 
Banking & financial services in-house team of the year
ANZ Banking Group
 
Why:
  • Under the leadership of General Counsel Deborah Marris, the ANZ legal team has supported the bank’s progress towards a dominant regional presence.
  • A highlight was the US$550 million acquisition and integration, of the RBS retail, wealth and commercial businesses in Taiwan, Singapore, Indonesia and Hong Kong, and its institutional businesses in Taiwan, the Philippines and Vietnam.
 
 
Insurance in-house team of the year
QBE Insurance
 
Why:
  • QBE's legal department has been focused on national acquisition opportunities with the purchase of Elders Insurance and expressed interest in the purchase of the ING commercial insurance arm;
  • Overseas, it has also been busy with the acquisition of ZC Sterling, SLG Benefits and Insurance in the USA and Carlife Group, a motor gap insurance agency based in the Czech Republic;
 
 
Investment bank in-house team of the year
UBS
 
Why:
  • Winner of this award last year, the UBS team has continued to attract favourable market comment because of its depth and continuing commitment to quality commercial advice. UBS has been involved in the lion’s share of landmark transactions in 2009, raising A$42bn on the equity capital markets and conducting 18 issues each individually worth over A$500m.
  • UBS advised on as many as eight of this year’s finalist deals.
 
 
 
New Zealand in-house team of the year
ANZ National Bank
 
Why:
  • One of New Zealand's largest and most comprehensive in-house teams, this group provides legal advice on a strong mix of internal and external work, requiring extensive specialist skill sets which are highly demanding.
  • The team has been praised for its “outstanding” liaison between the ANZ National Bank business and its external legal providers. Highly efficient and effective decision making also ensures the team continually operates at the highest level, maintaining an excellent capacity for work.
 
 
Australian in-house team of the year
Telstra
 
Why:
  • “very talented” team of over 100 internal lawyers providing outstanding legal support to company facing significant regulatory change and intense competitive pressure
  • highlights for 2009 include: A$1bn contract with Commonwealth Bank and Government to supply the National Emergency Warning System; successfully defending Telstra in Channel 7’s appeal in the C7 “mega-litigation”; sale of IT subsidiary KAZ to Fujitsu for A$200m; acquiring controlling offshore interest in two Chinese wireless value added services operators (>US$100m); and negotiating one of Australia’s largest ever commercial leasing transactions
  • legal team continues to provide “outstanding” support to place Telstra in the best position possible to meet challenges resulting from A$43bn national broadband network proposals
 
 
In-house lawyer of the year
Deborah Marris, GC, ANZ Bank
 
Why:
  • has built a cohesive Asia Pacific, Europe and America legal team of more than 30 professionals located across Asia Pacific, London and Mumbai. The geographic spread of the team, and Marris’ emphasis on recruiting for both relevant expertise and Asian experience, has supported ANZ to substantially progress its business strategy.
  • Marris and her team took pivotal role in supporting the bank in strengthening its Asia platform, in particular through the US$550 million acquisition, and integration, of the Royal Bank of Scotland's retail, wealth and commercial businesses in Taiwan, Singapore, Indonesia and Hong Kong, and its institutional businesses in Taiwan, the Philippines and Vietnam.
 
 
 
FIRM AWARDS

 
Employment specialist firm of the year
Harmers
 
Why:
  • Recognised as leader in this field with strong base of clients and deep experience in sophisticated matters;
  • Has been praised by firms who have referred employment matters to Harmers;
  • Contributes a significant percentage of its profits back into the pursuit of justice and equality in Australia and overseas through a variety of channels.
 
 
Insurance firm of the year
DLA Phillips Fox
 
Why:
  • Well respected practice;
  • Team also advised one of Australia's largest insurers on the launch of a significant new online car insurance product which allows consumers to obtain a quote within 60 seconds.
 
 
IP specialist firm of year
Davies Collison Cave
 
Why:
  • One of Australia’s largest IP specialist firms; winner of this award in 2009
  • Well regarded by market and has several representatives on industry bodies relating to IP and technology issues.
 
 
Corporate citizen firm of the year
DLA Phillips Fox
 
Why:
  • Committed and currently on track to deliver about A$7m in free pro bono work this year;
  • In the past 12 months, over 80% of partners and staff have contributed more than 27,000 hours to community.
 
 
CSR firm of the year
Mallesons Stephen Jaques
 
Why:
  • Another firm which has been pro-active in identifying issues and opportunities which the proposed ETS and alternative measures will present for clients;
  • Last year, 50 lawyers from the Mallesons Human Rights Law Group (HRLG) prepared a comprehensive submission to the Federal Government's National Human Rights Consultation. Community and workplace engagement remains a key part of firm culture.
 
 
Innovative use of technology award
Mallesons Stephen Jaques
 
Why:
  • Shows strong leadership in constant improvement of technology offering for clients
  • Mallesons Connect web tool allows clients to check on availability of Mallesons' team members, review the progress of projects, analyse financial status of a project (including all paid/unpaid invoices), track fee estimate compliance, give instant feedback and access project-related correspondence and documents. 

 

Enhancement of the NSW legal profession
Gilbert+Tobin

Why:

  • Runs Ethics Focus sessions with discussion groups on topics such as “how to align personal ethics with the ethics of the profession”
  • Principal sponsor of the Gilbert + Tobin Centre of Public Law at the University of NSW, an independent organisation that plays a prominent role in stimulating debate on issues vital to Australia’s future 
  • Regular pro bono support to many different community legal services around the country 

 

International firm of the year
Skadden Arps
 
Why:
  • In 2009 advised on 19 cross-border equity capital raisings, collectively worth over A$15bn, including Westfield, Stockland and Goodman;
  • Advised the Australian Government in relation to the Guarantee Scheme, demonstrating a high level of innovation in this task;
  • Also advised on major restructurings, including Centro and CIT Group.
 
 
Adelaide firm of the year
Finlaysons
 
Why:
  • Continues to gain traction with major clients including significant panel appointments throughout 2009
  • Highly regarded by clients and cross-referral firms
  • Despite the GFC, maintained strong revenue growth last financial year
 
 
Brisbane firm of the year
McCullough Robertson
 
Why:
  • Queensland’s largest law firm with strong market reputation;
  • Opening of Newcastle office in late 2009 demonstrated firm’s strength during difficult economic circumstances and office has since grown to six people;
  • Advised on some major deals including the Narrabri Coal joint venture and the takeover of Gloucester Coal by Noble Limited, which are just part of a strong and active resources practice.

 

Melbourne firm of the year
Mills Oakley
 
Why:
  • Firm made the ALB Fast 10 list for the third consecutive year in 2009 – its sixth year of double digit growth, much of which was achieved organically;
  • Last year won appointments to several highly-coveted ASX200 legal panels, including Telstra, Suncorp and GPT. 
  • Has embraced alternative billing strategies and service guarantees as well as offering clients far greater certainty on their legal costs.
 
 
 
Perth firm of the year
Lavan Legal
 
Why:
  • Maintained double digit revenue growth during GFC without an increase or decrease in professional staff numbers;
  • Only local firm to be appointed to the new Woodside panel and also appointed to the National Australia Bank,Westpac and HSBC panels.
  • Donated over A$130,000 to charities.
 
 
Sydney firm of the year
Henry Davis York
 
Why:
  • Very strong brand which has come to the fore with the recent emphasis on litigation and insolvency work;
  • Involved in some very high profile insolvencies including ABC Learning Centres, TimberCorp and Octaviar.
 
 
Managing partner of the year
Gavin Bell, Freehills
 
Why:
  • led the only large law firm that avoided legal redundancies while continuing to employ graduates, maintain business and innovate;
  • also sits on the board of the Australian Graduate School of Management, the education committee of the Business Council of Australia and the Chairman’s panel of the Great Barrier Reef Foundation.
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