Gilbert + Tobin is advising GrainCorp Limited on its conditional agreement with Archer Daniels Midland Company that may lead to a takeover offer for GrainCorp, as announced earlier today.
Gilbert + Tobin has advised GrainCorp on all legal aspects of the landmark transaction, including negotiating a suite of transaction documents in a tight timeframe.
Under a takeover bid implementation deed entered into by the parties, ADM has agreed that it will, subject to satisfactory completion of limited confirmatory due diligence, make an off-market takeover offer to acquire all of the GrainCorp shares not already owned by it for a transaction value of $13.20 per share. The proposed offer values GrainCorp at $3.4 billion, including GrainCorp’s net debt.
Senior partners John Williamson-Noble and Peter Cook lead the G+T team, supported by partner David Clee and lawyers Tim Gordon, Alex Kauye and Alex Naughton.
Commenting on the transaction, Mr Williamson-Noble said, “GrainCorp is a long standing client of the firm and we are delighted to be advising them on what is a significant transaction in the agribusiness sector. We are very pleased to have advised the company as it secured materially improved terms as compared to ADM’s initial approach in October 2012, which was priced at $11.75 per share.”
The transaction highlights the firm’s status as a market leading adviser on high-profile regulated corporate transactions. Other recent examples include Gilbert + Tobin’s key roles on PEP’s acquisition of Spotless by scheme of arrangement ($1.1 billion), Nine Entertainment Co.’s deleveraging transaction by creditors scheme of arrangement ($3.4 billion), Dulux Group’s successful hostile takeover offer of Alesco, Silver Lake Resources’ acquisition of Integra Mining by scheme of arrangement ($426 million), TA Associates’ acquisition of Nintex Group by agreed takeover bid ($219 million) and Crescent Capital’s successful takeover bid for ClearView Wealth ($262 million).
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