Corporate: 2024 Year in Review
06/12/2024
As we approach the conclusion of yet another busy year, our national Corporate team reflects on 2024’s accomplishments, developments, and industry trends, and predicts what the coming year ahead may have in store.
“The rationale for consolidation and aggregation of businesses through M&A activity continues but the significantly higher cost of capital brings a greater focus on efficiencies of scale and effective integration. A tightening economy and more owners looking to exit from their businesses will create more opportunities for companies prepared to make selective acquisitions. Equally, owners looking to exit will be selling into a more challenging environment making the work to prepare their business for sale even more important in maximising the price and minimising the risks that flow from an exit.”
James Dickson – Practice Team leader
“Politics and geopolitical tensions dominated the media in 2024. Businesses and governments are having to increasingly adapt to local, regional and global uncertainties. Businesses that strategically look at long term trends and act on them will increasingly be better placed to manage any short term disruptions. For those businesses that have strong fundamentals and balance sheets 2025 will provide extraordinary acquisition opportunities.”
James Macdonald – Practice Team leader
Industry insights
In 2024, the Corporate and M&A landscape in Australia underwent significant changes, reflecting global trends, political upheaval and domestic pressures for greater transparency, certainty, and technological adaptation. AI, data centres and gold miners were particular bright spots during 2024 and the recent rise in takeover activity in the mining sector reflects a view that historically high precious metal prices are likely to be present for some time yet.
The ATO issued has issued over 18,000 Director Penalty Notices (DPNs) since 1 July 2023, amounting to more than $2.5 billion in unpaid taxes. The focus areas include unpaid superannuation, refund fraud, aged debts, and audit adjustments. To proactively address tax debts and avoid receiving a Director Penalty Notice (DPN), directors can ensure timely lodgement and payment, maintain accurate records, regularly review financial position and seek professional advice.
The case against Bingo Industries Pty Ltd and Aussie Skips Bin Services Pty Ltd, along with their respective CEOs, Daniel Tartak and Emmanuel Roussakis saw the Federal Court convict and sentence these companies and their CEOs for criminal cartel offences related to price fixing in the demolition waste services market in Sydney. This case has several implications for the demolition waste services market, including increased competition, damaged reputations, and increased regulatory scrutiny through the ACCC. Overall, the case serves as a strong reminder of the serious personal and financial consequences of engaging in cartel conduct and as behaviour changes is likely to promote a fairer and more competitive market.
We saw Kalamazoo Resources Limited fail to ratify by shareholder resolution the appointment of an auditor, BDO, who was appointed by the directors to fill a casual vacancy. This oversight led to the company’s cleansing notices being defective, requiring a court order to rectify the defect. The case highlights the importance for listed entities to remain vigilant with their regulatory compliance. To avoid a similar situation, companies should conduct regular risk assessments, develop robust policies and procedures, implement effective internal controls, maintain accurate documentation and establish a strong compliance culture.
Starting 1 January 2025, some large Australian businesses and financial institutions will be required to produce annual sustainability reports that include mandatory climate-related financial disclosures. The Treasury Laws Amendment (Financial Market Infrastructure and Other Measures) Bill 2024 (Cth) passed Parliament on 9 September 2024 and received Royal Assent on 17 September 2024.
Significant matters
Advised Driscoll’s Inc., along with international firm Bryan Cave Leighton Paisner LLP, in relation to the $2.5 billion EV consortium acquisition of Costa Group Holdings Limited by way of scheme of arrangement.
The Australian Wealth Advisors Group
Assisted financial planning and funds management acquisition and roll up business known as The Australian Wealth Advisers Group (AWAG) undertake its Initial Public Offering.
Lanyon Asset Management Pty Ltd
Advised equity investment management business Lanyon RE Services Limited on a transaction which had the effect of consolidating two registered managed investment schemes and two unregistered managed investment schemes into one consolidated registered managed investment scheme, being Lanyon Investment Fund.
Advised GTH Equipment and its related entities on the sale of their fleet of telehandler and access equipment to Coates.
Assisted ASX-listed minerals exploration company, Aruma Resources Limited (ASX:AAJ) (Aruma Resources) to acquire a portfolio of copper and uranium exploration assets in tier‑1 mineral precincts in South Australia and Queensland.
Advised plant-based milk operation Oat Milk Goodness (OMG) on the sale of 100% of its shares to ASX-listed Forbidden Foods Limited (ASX: FFF).
Advised WARP on the successful sale of its traffic management businesses in WA and QLD to Altus Traffic, which is the largest provider of traffic management services in Australia and New Zealand.
Kingspan Water & Energy
Advised Kingspan on the acquisition of the National Poly Industries group, which is the leading manufacturer of rotomoulded polyethylene rainwater tanks and associated products and polyethylene water craft in Australia.
Drayton Nominees Pty Ltd
Advised in the negotiation of the $1.9 billion sale of Simulation Software Holding Company Pty Ltd, which owns and operates the Energy Exemplar business, to private equity funds Blackstone and Vista Equity Partners.
Kilter Pty Ltd
Acted for Kilter Agriculture Fund in relation to its acquisition of several strategically located agricultural properties in Tocumwal and which involved a complicated land swap in relation to part of the properties with another party in order to consolidate the land purchased, known as Aratula and Main Camp.
WANT Cotton Pty Ltd
Advised WANT Cotton Pty Ltd on the establishment and operation of the first cotton gin to be constructed in the Northern Territory, which has been build at Katherine.
Dyson’s Bus Services Pty Ltd
Acted for LC Dyson’s Bus Services Pty Ltd in the successful acquisition of a Melbourne Metropolitan Bus Contract business from Moonee Valley Bus Lines.
Protech Group (Aust) Pty Ltd
Advised labour hire and recruitment company Protech on the 60% acquisition of Lealta Co Pty Ltd, adding to Protech’s ever-growing presence in the construction labour hire industry.
Retail Prodigy Group Pty Ltd
Advised the Retail Prodigy Group of companies, which operates as a retail franchise partner of Nike, Samsung and Mattel in Australia and New Zealand on their acquisition by Fox Group, a leading and fastest-growing retail group in Israel.
PNX Metals Limited
Advising ASX-listed gold and base metals explorer, PNX Metals Limited (ASX: PNX), on its proposed merger with ASX-listed Kin Mining N.L. (ASX: KIN) by way of scheme of arrangement.
Trigg Minerals Limited
Advised Trigg Minerals Limited, an ASX-listed mining company focused on gold and base metals exploration in the Drummond Basin and Charters Towers region of northern Queensland, on the acquisition of ‘Drummond Project’, via its acquisition of Rush Resources Limited, a subsidiary of Andromeda Metals Ltd.
Kingspan Insulation Pty Ltd
Acted for Kingspan, a global player in the building materials industry, on the $9 million acquisition of the production line assets of one of its competitors in the Australian market.
Recognition
This year, we have achieved outstanding recognition – both for the team and our individuals – across our national corporate practice team. We are grateful for our clients and colleagues and are looking forward to another successful year in 2025.
The Legal 500 Asia-Pacific
In the 2024 edition of The Legal 500 Asia Pacific, Piper Alderman was recognised across 14 areas of law including Corporate and M&A. Our partners and senior lawyers were highlighted as recommended and key lawyers for this category, including:
- Lis Boyce
- Maria Capati
- Clea Cole
- James Dickson
- James Macdonald
- Alasdair McLean
- Paul Sartori
- Josh Steele
The Best Lawyers in Australia
In the 2025 edition of The Best Lawyers in Australia, 52 of our lawyers have been named a ‘Best Lawyer’ and 13 of our senior lawyers have been named in the ‘Ones to Watch’ list, including the following in our corporate team:
- Megan Bishop – Tax Law
- Lis Boyce– Life Sciences Practice
- Michael Coker– Corporate/Governance Practice, Mergers & Acquisition Law, Funds Management
- Campbell Davidson – Equity Capital Markets
- James Dickson– Commercial Law/Corporate Law, Mergers and Acquisitions Law
- Greg English– Commercial Law
- Will Fennell– Commercial Law, Tax Law
- Caren Klavsen – Commercial Law
- James Macdonald– Commercial Law, Corporate/Governance Practice, Mergers and Acquisitions Law, Venture Capital Law, Private Equity Law
- Wally McDonald– Corporate Law, Government Practice, Mergers and Acquisitions Law
- Andrew Rankin– Commercial Law, Competition Law, Corporate Law, Corporate/Governance Practice, Mergers and Acquisitions Law
- Hugh Scales– Corporate Law
- Simon Venus– Agriculture and Rural Affairs, Commercial Law, Corporate Law, Mergers and Acquisitions Law
- Mark Williamson– Corporate Law, Equity Capital Markets Law, Mergers and Acquisitions Law
- James Hill– Ones to Watch: Commercial Law
- Liberty Privopoulos– Ones to Watch: Commercial Law
Client Feedback
We were also delighted to receive some very kind feedback from clients and contacts during the research process for the legal directories, including the following testimonials from The Legal 500 Asia Pacific: Australia, 2024 edition:
“I found the Piper Alderman team extremely professional, knowledgeable and collaborative. The team was approachable and available at all times, and they were very solution focused, which was extremely valuable in a very stressful business divestment. I had 100% trust in their advice and recommendations, and I really enjoyed working with them.”
“PA provides services with professionalism at a reduced cost to the bigger legal firms. They are focused and diligent, and can think outside the box when needed. They also operate with great efficiency.”
“With excellent communication skills, both written and verbal. Their ability to explain complex legal concepts in a clear and concise manner, ensured we fully understood our rights, options, and the potential outcomes.”
“Always had our best interests in mind. We felt the communication for their quoting and billing aligned and there were no unknown costs or concerns during the period we dealt with the team.”
“The practice is solutions focussed, practical and commercially minded.”
“Pragmatic, commercial, capable, cost-effective.”
“Consistently displayed exemplary skills, expertise, and dedication for our matter.”
Team movements
The team celebrated the promotions of James Hill (Partner), James Linton (Senior Associate), and Bonnie Doyle, Olivia De Angelis, Tom Kaldis, Spike Woods and Allyson Yule (Associate).
We welcomed Campbell Davidson (Partner), Megan Bishop (Partner), Mareli Treurnicht (Senior Associate) and Christian Febbraro (Associate).
Publications & Webinars
The Corporate team produced and published a number of timely insights while partaking in a multitude of client and industry facing events, sponsorships, and partnerships. Our team was also involved in producing the ‘Unfair Contract Terms’ content on the Piper Alderman website.
Throughout the year, the team delivered a number of webinars for our clients including ACCC Compliance and Enforcement Priorities 2024-2025 | Key Messages for Business, Tax Practitioners Board: Navigating the recent changes (available now on-demand) and delivered sessions in The Dynamic Board series, the ‘Clause & Effect’ Contact Law Series and the ‘Beat the Clock’ Series.