Melbourne, Australia, 16 November, 2007 – LAWFUEL – Law Firm Newswire – Baker & McKenzie has advised the Australian-listed financial group DKN Financial Group Limited (DKN), on its acquisition of Lonsdale Financial Group Limited (Lonsdale) and Wrap Account Limited (Wrap). The transaction has a value of approximately A$120 million.
A Baker & McKenzie team, led by corporate Partner Richard Lustig, working with Josephine Tan, Mini vandePol, Bruce Taylor, Andrew Chan, Kieu Truong and Shamil Sharma advised on the structure of the complex transaction, which required the simultaneous completion of a number of separate aspects.
The acquisition of Lonsdale was effected by way of two inter-conditional Schemes of Arrangement, being a Scheme relating to Lonsdale ordinary shares and a Scheme for Lonsdale redeemable preference shares known as “Practice Shares”. The consideration for the Scheme involved the issue of DKN Practice Shares which are converting shares designed to function as a loyalty arrangement, requiring ASX and shareholder approval. Contractual arrangements were concluded with Zurich in respect of the simultaneous acquisition of Wrap (formerly owned by Zurich) and the marketing of Zurich products within the DKN network.
The team also advised on funding arrangements for the acquisition, which involved bank financing and a rights issue under the new Corporations Act provisions, as well as dealing with counter offers for Lonsdale, mutual due diligence, two experts’ reports, shareholder approvals and a claim settlement.
Richard Lustig commented: “This has been an exciting and interesting project to work on over an extended period. I was fortunate to have the support of my talented and skilled colleagues who efficiently dealt with the challenges presented in this complex transaction. It has been a rewarding transaction for all concerned.”
Baker & McKenzie has a long standing relationship with DKN, having advised it in relation to its merger with AustChoice in 2004. The deal positions DKN as a major player in the Australian financial services market by giving it access to Lonsdale’s network of financial planning practices and over 250 financial advisers across Australia (which Lonsdale supports as a dealer group), as well as Wrap’s portfolio administration service business.
Mallesons acted for Zurich in relation to the transaction, and Corrs acted for Lonsdale.