Russell McVeagh was recognised for its role in advising Auckland Airport on its NZ$1.2 billion capital raise by way of an underwritten placement and share purchase plan, winning Equity Market Deal of the Year at last night's virtual New Zealand Law Awards.
Led by Corporate partner Ian Beaumont, who was supported by fellow partner David Raudkivi and solicitors Kristina White and Victoria Manning, the capital raising was the largest secondary offering in New Zealand history, undertaken at pace during the early stages of NZ's first lockdown in 2020, and was highly successful with strong local and offshore investor support.
"I would like to congratulate and thank Auckland Airport for their support and the opportunity to work alongside their exceptional team on this market-leading transaction," Beaumont said.
The Judges' comments on the deal included:
A transaction of significant scale executed under urgency and trying market conditions;
The largest secondary offering in NZ history and completed at the height of COVID-19 lockdown; required significant strategic input into the timing, structure and process from external legal counsel;
The largest capital raising at a time of distress, providing value to existing shareholders.
In addition to this category win, Russell McVeagh received multiple Excellence Awards for 12 deals (further information here and below) that our firm has advised on throughout the year, as well as Excellence Awards in the Large Law Firm of the Year and Employer of Choice categories, and an Excellence Award in the Young Private Practice Lawyer of the Year category for Litigation partner Will Irving.
Russell McVeagh CEO Jo Avenell said, "Well done to everyone on their successes shared at the New Zealand Law Awards. It is fantastic to have our service and contribution recognised, and especially in a year which has held so many challenges for us all."
Russell McVeagh would like to congratulate all the winners and Excellence Awardees, including the in-house teams and individual in-house lawyers recognised, the Westpac NZ Regulatory Affairs, Corporate Services and Legal Team (RACLS) who won Financial Services In-House Team of the Year and the Russell McVeagh In-House Team of the Year winner, Air New Zealand Legal Team.
Excellence Awards included:
Debt Market Deal of the Year
Scentre Group's US$3.0 billion Hybrid Note Issue. Led by Banking and Finance partner John Powell, Russell McVeagh acted as part of a multi-jurisdictional team to assist Scentre Group, owner and operator of a major shopping centre company operating under the Westfield brand in Australia and New Zealand, on its subordinated hybrid note issue in the United States market through a US Rule 144A structure. This was Scentre Group's first issuance of hybrid notes – the issue diversifies the company's sources of capital and is expected to be a long-term feature of the Group's funding structure;
Banking and Finance partner Deemple Budhia led the Russell McVeagh team advising UDC on the establishment of its landmark $2 billion AAA rated auto and equipment finance-backed syndicated securitisation programme – New Zealand's largest ever non-bank securitisation – which was undertaken in connection with ANZ's sale of UDC, which Russell McVeagh, led by Corporate partner Ian Beaumont advised ANZ on;
Also recognised is the firm's work on Kiwibank's NZ$275 million retail offer of tier 2 notes – the first New Zealand dollar bank capital deal since RBNZ finalised its capital requirements in December 2019, led by partner Guy Lethbridge.
Equity Market Deal of the Year (and winner for Auckland Airport capital raise)
Sky TV's NZ$157 million placement and accelerated renounceable entitlement offer, led by partner Dan Jones, who acted as lead adviser to the underwriting syndicate of Goldman Sachs and Forsyth Barr;
Kathmandu's NZ$207 million capital raise, led by partner David Raudkivi – the first accelerated non-renounceable entitlement offer of its kind under the new class waivers issued by NZX to address the unprecedented impacts from COVID-19. Russell McVeagh was lead adviser to the underwriting syndicate of Craigs Investment Partners, Credit Suisse, Forsyth Barr and Jarden;
My Food Bag's IPO, led by partner Ian Beaumont, who advised Jarden and Craigs Investment Partners who acted as Joint Lead Managers; and
Pushpay's NZ$98 million block trade sell down of shares, led by partner Dan Jones, who acted for J.P. Morgan Securities Australia Limited and UBS New Zealand Limited as the Underwriters.
M&A Deal of the Year
Fonterra Co-operative Group's sale of its China Dairy Farms for NZ$592 million. Corporate partner Ben Paterson led the Russell McVeagh team assisting Fonterra with the sale of its two farming-hubs in China. The transaction was extremely complex, with unique mechanics in the transaction documentation. Negotiations were undertaken in challenging circumstances given the global pandemic and prohibitions on international travel and largely carried out during the first COVID-19 lockdown in 2020.
WEL Networks' sale of its 85% stake in Ultrafast Fibre Holdings in a NZ$854 million deal. Led by Corporate partner Mei Fern Johnson, Russell McVeagh advised WEL Networks (one of the country's largest electricity distributors, supplying about 94,300 homes and businesses), on the sale of its 85% stake in Ultrafast Fibre Holdings (UFF), as part of the sale of the entire business to First State Investments for $854 million. The sale was the largest private M&A transaction in New Zealand in 2020, involving significant specific challenges plus external factors. In particular, the sale was negotiated and finalised at a time of peak COVID-19 disruption during the Level 4 lockdown.
Mid-Market Deal of the Year
Corporate partners David Raudkivi and Joe Windmeyer led the team acting for Freightways Limited, the NZX-listed courier and information management company on its first major business acquisition, of Big Chill Distribution – operator of a fleet of more than 200 refrigerated trucks and trailers, for NZ$117 million. This was the first major business acquisition for Freightways and was important in that it enabled Freightways to diversify their business and obtain access into a specialist part of the transport market.
Project Finance Deal of the Year
Banking and Finance partner Tom Hunt and Special Counsel Bevan Peachey led the Russell McVeagh team advising the Bank of New Zealand, as facility agent on behalf of a syndicate of New Zealand and international lenders, on the financial settlement and amendments to the project and finance documents in relation to the Transmission Gully public private partnership. This was a complex matter involving numerous government and private sector parties. Transmission Gully is a four-lane 27km highway in Wellington which is scheduled to open in 2021 – the largest public private partnership asset currently under construction in New Zealand.
Insolvency and Restructuring Deal of the Year
The firm's work on Tahua Capital's acquisition of Burger King New Zealand, led by partner Ben Paterson. The transaction involved multiple stakeholders and navigated the COVID-19 lockdowns. As part of a COVID-19 response package, creditors and landlords of the business approved a novel multi-class creditors’ compromise, which enabled the business to survive through lockdown and recommence trading once lockdown restrictions were lifted.
Young Private Practice Lawyer of the Year
Partner Will Irving's outstanding reputation as a skilled and dedicated commercial litigator saw him being awarded an Excellence Award in this category. Will has been with the firm since joining as a solicitor in 2011 and was promoted to partner in 2019. Will's practice focuses on financial services, regulatory enforcement, and property, tax and ICT disputes. He is also involved in a range of flagship projects at Russell McVeagh, including LGBTQ+ diversity and inclusion initiatives and mentoring many of the firm's young talent.
Additionally, Russell McVeagh had a role in the winning M&A Deal of the Year, the Metlifecare NZ$1.3 billion sale to Asia Pacific Villages Group, as well as in the Claymark Group receivership which was named an Excellence Awardee in the Restructuring and Insolvency Deal of the Year category.
The full list of winners can be viewed here.