TPG Corporation Limited’s A$16.5 Billion Merger Of Equals With TPG Telecom Limited Implementation

Herbert Smith Freehills advised TPG Corporation Limited on the successful implementation its A$16.5 billion merger of equals with TPG Telecom Limited by way of scheme of arrangement.

This transformational merger was implemented on 13 July 2020.

The implementation of the merger represents the final step in a marathon process since TPG and VHA agreed, two years ago, to merge and establish Australia’s leading challenger integrated telecommunications provider.

Since then, the cross-border and cross-practice Herbert Smith Freehills team has worked with TPG to overcome several significant hurdles, including opposition from the Australian Competition and Consumer Commission (ACCC) and subsequent Federal Court proceedings to overturn the ACCC decision.

The merger was widely supported by the market and TPG shareholders, with over 99% of TPG shares voted in favour of the transaction at the Scheme Meeting.

As well as being one of the largest mergers in the past decade in Australia, the transaction also involved the demerger and listing of TPG’s Singaporean business, Tuas Limited, on ASX.

Herbert Smith Freehills advised TPG and Tuas on all aspects of the demerger and listing and was able to leverage its network of lawyers across Australia and Singapore to execute this transaction.

The Herbert Smith Freehills team was led by Corporate partners Rebecca Maslen-Stannage (Picture), Malika Chandrasegaran and Philip Hart, and senior associates Mia Harrison-Kelf and Michael Compton. Earlier Federal Court proceedings which overturned the ACCC’s attempt to block the merger were led by Competition partner Liza Carver and Litigation partner Bruce Ramsay, with senior associates Patrick Clark, Christine Wong and Robert Chiarella.

Macquarie Capital (Australia) Limited was TPG’s financial adviser.

Norton Rose Fulbright advised VHA on the merger and Allens Linklaters advised VHA on the ACCC proceedings.

Involved fees earner: Liza Carver – Herbert Smith Freehills; Malika Chandrasegaran – Herbert Smith Freehills; Robert Chiarella – Herbert Smith Freehills; Patrick Clark – Herbert Smith Freehills; Michael Compton – Herbert Smith Freehills; Mia Harrison-Kelf – Herbert Smith Freehills; Philip Hart – Herbert Smith Freehills; Rebecca Maslen-Stannage – Herbert Smith Freehills; Bruce Ramsay – Herbert Smith Freehills; Christine Wong – Herbert Smith Freehills;

Law Firms: Herbert Smith Freehills;

Clients: TPG Telecom;

Author: Michael Patrini