Corporate: 2021 Year in Review
As 2021 draws to a close, our National Corporate team reflects on the year, the industry trends, and significant matters, whilst looking forward to what the next 12 months has in store.
M&A activities are at record levels as vendors take the opportunity to sell into buoyant asset markets and as buyers take advantage of strong equity markets and cheap debt to buy key assets. We have been able to deliver for our clients on sell side and buy side transactions by proper planning for and resourcing deals in advance of the time for delivery.
James Dickson – Practice Team leader
Worldwide in 2021, monetary policymakers set the dial to stimulatory settings. Competition for assets was high. Supply chains and travel suffered profound disruption and delay. In the midst of uncertainty, our core values guided our actions, allowing us to achieve remarkable results for our clients whilst caring for those around us.
James Macdonald – Practice Team leader
Like many of our clients, our team grappled with the challenges of remote work during lockdowns, adapted to the new ways of communicating and as a result delivered enhanced collaboration across geographic locations.
During 2021, significant regulatory changes in the corporate space included:
- the definition of ‘consumer’ in the Australian Consumer Law (ACL) was amended on 1 July 2021 meaning a wider range of goods and services will be captured by the Consumer Guarantee regime;
- resigning directors became subject to new requirements under the Corporations Act on 18 February 2021, to assist the regulator and liquidators combat ‘phoenixing’ activities;
- the temporary measures to execute documents, send notices and hold general meetings electronically were extended until the sunset date of 1 April 2022; and
- from November 2021, Directors need to apply for a Director ID number to prevent the use of false identities, assist regulators trace Directors’ relationships and uncover unlawful activity, with civil and criminal penalties for those who fail to comply.
In 2022, we anticipate that corporate clients will continue to look for strategic merger and collaboration opportunities to enhance the resilience of their organisations. We are already seeing shortages in capable M&A teams able to implement these transactions, so securing your team to implement such transactions will be critical. Australian businesses will continue to face supply chain challenges and the previous trend to offshore or outsource solutions remain vulnerable to global and political shocks. Further regulatory changes are anticipated in the new year in the area of unfair contracts under the ACL, so internal compliance will also be a focus for many.
- Australia introduces compulsory Director ID numbers
- Corporations Act reforms pass Parliament: virtual meetings, electronic execution and continuous disclosure
- 1 July consumer protection extension: what the increased ‘consumer’ threshold means for you and why you need to act now
- Restrictions on director resignations effective 18 February 2021
In 2021, Piper Alderman opened an office in Perth and a number of new appointments and promotions were made across the corporate team nationally, as the firm continues to strengthen our service to clients.
Most significantly, two new partners joined the team. Paul Sartori, with decades of experience in corporate advisory, M&A and corporate governance, joined the firm to lead the corporate team in the newly opened Perth office. Lis Boyce joined the corporate team in Sydney, specialising in life sciences, bringing with her a wealth of knowledge and a unique skill set in this emerging sector.
Caren Klavsen joined the team in Brisbane as a Special Counsel. Bahar Agar (Sydney) and Clea Cole (Melbourne) received midyear promotions to Senior Associate, and Liam Higgins (Adelaide) will be promoted to Senior Associate from 1 January 2022.
Throughout the year, we continued to represent and advise our clients in significant transactions, cases and matters across various industries and geographies, both domestic and foreign. We thank our clients for their instructions in 2021 and invite you to read some of our client success stories below.
Pegasus Management Pty Ltd
Advised Pegasus Management Pty Ltd and its shareholders on the sale of all the shares in Pegasus Management Pty Ltd to a wholly owned subsidiary of Avetta, LLC.
Kangaroo Island Plantation Timbers Ltd (ASX:KPT)
In early May, KPT received an unsolicited, on-market takeover bid by its major shareholder, to acquire all of the shares in KPT. Piper Alderman advised KPT on all aspects of the response to the bid, including in respect of the strategic direction, shareholder communication, preparing the target’s statement and coordinating its distribution to the bidder, regulatory authorities and the market.
Syncsort Inc (Precisely)
Piper Alderman advised Syncsort Inc on the Australian aspects of the multi-jurisdictional sale of the asset management platform Confirm® by Precisely (a global leader in data integrity) to Dude Solutions, leading SaaS provider of cloud-based operations management software, backed by Clearlake Capital Group, L.P.
Brandwood CKC Australia Pty Ltd
Piper Alderman advised Brandwood CKC on its merger with international life sciences consultancy, PharmaLex Group. Brandwood CKC is now part of the privately-owned PharmaLex Group, establishing an Australian presence for PharmaLex. Read our media release here.
Catalyst Metals Limited
Piper Alderman advised Catalyst Metals on the acquisition of Unity Mining Pty Ltd, which owns the Henty mine in Tasmania. This acquisition was transformational for Catalyst Metals Limited, accelerating them from a gold exploration company to a gold producer and creating an east coast Australian gold platform, with world class exploration potential.
Santana Minerals Limited (ASX: SMI)
Piper Alderman advised ASX-listed Santana Minerals Limited on its acquisition of the Bendigo-Ophir Gold Project in New Zealand’s Otago Goldfields, and a simultaneous capital raising.
Kingspan Water & Energy Pty Ltd
Piper Alderman advised Kingspan Water & Energy Pty Ltd on the acquisition of Heritage Tanks Australia Pty Ltd in Western Australia and the business acquisition of Enviro water tanks in New South Wales.
SmartCap Technologies Pty Ltd
Piper Alderman assisted SmartCap with the sale of its predictive fatigue monitoring technology business to Wenco International Mining Systems Limited.
Across our national Corporate practice team, we have received a number of individual and team accolades this year. We thank our clients and colleagues for their ongoing support. See the list of recognised lawyers for The Legal 500 Asia Pacific, 2021 edition and The Best Lawyers in Australia, 2022 edition.