DLA Phillips Fox Successfully Leads NZ Foodstuffs Group Merger

Lawfuel.co.nz – Latest NZ Law Jobs & Law News – The merger of Foodstuffs (Auckland) Limited and Foodstuffs (Wellington) Co-operative, likely to be the largest New Zealand-based M&A transaction in the calendar year 2013, completed on Sunday, 1 September 2013.

The merger is unusual as it was between an industrial and provident society and a company and required approval of the High Court New Zealand. The two entities are now known collectively as Foodstuffs North Island Limited.

DLA Phillips Fox and PWC Auckland led the transaction, acting as advisers to the merger parties from the beginning of the transaction 14 months ago.

The deal required consultation with four regulators: the Financial Markets Authority, the Commerce Commission, the Takeovers Panel and the Reserve Bank. It also involved restructuring of finance facilities in the vicinity of NZ$992 million.

The merged co-operative will be franchisor (and in many cases landlord and financier) to about 383 retail and wholesale owner operated grocery outlets in the North Island under the PAK’ n SAVE, New World, Four Square, Gilmours and Toops brands.

For the first time in Foodstuffs history, Foodstuffs North Island appointed to its board three independent non-grocer board members including former Chairman of Fonterra Co operative Group Limited, Sir Henry van der Heyden.

Annual revenues of the merged entity exceed NZ$6 billion and it is understood to be ranked second or third of New Zealand’s largest companies and one of the country’s largest owners of commercial property.

The Foodstuffs Group, now made up of Foodstuffs North Island Limited and Foodstuffs South Island Limited is New Zealand’s biggest grocery distributor, employing 30,000 people across New Zealand and prior to the merger, was made up of three regional co operatives each owned by its retail members and operating independently with its own board and management. Foodstuffs (Auckland) Limited operated within the upper North Island. Foodstuffs (Wellington) Co-operative Society Limited operated in the lower North Island.

Corporate partner Martin Wiseman who led the transaction, said: “The executive teams of the merger parties placed a great deal of trust in us when asking us to advise on the transaction from the outset and see it through to completion. This was a landmark deal for Foodstuffs New Zealand and we appreciated this great opportunity to work alongside a valued client on the merger, and to work closely with PWC and KPMG.”

The transaction was a true team effort for DLA Phillips Fox involving many lawyers from various practice groups including: Corporate and Commercial, Litigation and Regulatory, Property and Employment, who are all acknowledged and thanked for their enormous contribution to the execution of this complex deal.

Other key advisors involved included: PWC New Zealand, Cameron Partners Limited, Chapman Tripp, Russell McVeagh, Greenwood Roche Chisnall, Mayne Wetherall, Minter Ellison Rudd Watts, KPMG.


Obama and the Two Year Law Degree

aba president on martin luther king

aba president on martin luther kingABA President Jmes Silkenat questions whether President Obama really meant to say that law degrees should be for two years, rather than three. What he meant, according to the lawyer’s president rather than the country’s, was that J.D. degrees should be less expensive.
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The comments were made during a tour when the president was talking about the cost of colleges and that was the context in which they should be read, he said.

“His real emphasis was the cost issue—so if we can find a way to reduce the cost of the three-year degree, that’s a plus,” Silkenat said during a panel discussion Tuesday at Brooklyn Law School. “Employers want more training, not less,” law.com reported.

The gathering was focused on alternatives to the three-year J.D. and the challenges facing law schools and their students. Reducing the number of credits and time required is perhaps the most obvious way to significantly reduce costs. But that concept received little love from the panel, which included New York Law School Dean Anthony Crowell, Brooklyn Law School Dean Nicholas Allard and New York City Corporation Counsel Michael Cardozo.
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Their consensus was that law schools are already experimenting with program structures and practical-skills training, and that dropping a full year of coursework would be too too dramatic a change. Most panelists agreed that the legal academy needs to push harder to reduce student costs, but they offered few concrete ways to do so.

“I’m not prepared to say we need a two-year law school, but I agree with the president that we need to make the third year more practical and less expensive,” Cardozo said.

New York Law School is moving in that direction with a new two-year J.D. program that will be formally unveiled in October and will kick of in January 2015, Crowell said. Like existing programs elsewhere, the initiative will condense three years of coursework into two. But unlike existing programs, in which students still pay the equivalent of three years’ tuition, New York law students will be guaranteed scholarships that reduce their tuition costs by a third, he said, and will be eligible for additional aid on top of that.

Allard touted Brooklyn Law’s new two-year J.D. program, which will open next year. While students will still pay three years of tuition, they will enter the workforce a year earlier—a feature catering to career changers, to people who want to re-enter the workforce and to foreign-trained attorneys, Brooklyn Vice Dean Dana Brakeman Reiser said.

Brooklyn Law is also finalizing plans for a new, two-year fellowship program in which 3Ls would spend their final year working at a partner agency, such as legal aid or a government office. The students would remain at that agency for one year following graduation, essentially as full-time employees paid by the agencies, said Stacy Caplow, associate dean for professional legal education.

The students will still pay full tuition during their 3L year. The program is modeled after the University of California Hastings College of the Law’s Lawyers for America fellowship program.

 

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