Allens advises Vocus on acquisition of Nextgen Networks and submarine cables

By Mark Malinas, Robert Simkiss, Julian Donnan, Robert Pick, Fiona Crosbie
Media, Advertising & Marketing Technology Telecommunications

Allens has advised Vocus Communications Limited on its $807 million acquisition of Nextgen Networks and two development projects, North West Cable System (NWCS) and Australia Singapore Cable (ASC).

The acquisitions mark the expansion of Vocus' infrastructure network.

Nextgen Networks is one of Australia's largest national fibre backhaul networks, covering around 17,000 kilometres and connecting mainland capital cities with major regional centres. The NWCS project will see the construction of a submarine cable connecting Darwin and Port Hedland, while the ASC will connect Singapore, Jakarta and Perth.

Allens also advised Vocus on the associated $652 million capital raising to fund the acquisition through a fully underwritten, accelerated renounceable entitlement offer (with retail rights trading) and a fully underwritten institutional placement. The balance of the purchase price is to be funded via existing syndicated debt facilities.

The Allens team was led by corporate partner Mark Malinas, alongside corporate partner Robert Simkiss, Co-Heads of Equity Capital Markets, Julian Donnan and Robert Pick, and Competition Practice Lead, Fiona Crosbie.

According to lead partner on the deal, Mark Malinas, the acquisitions are reflective of a broader trend of consolidation in the industry.

'We are increasingly seeing telecommunications companies acquiring long-standing broadband and infrastructure providers,' Mark said.

'We are delighted to continue our relationship with Vocus as they move on to greater heights, having also advised on the Vocus and M2 merger last year.'

Equity capital markets lead, Julian Donnan, noted that despite some uncertainty in financial markets following the Brexit vote, accretive acquisitions like this one tend to be well supported by both new and existing shareholders. The company's decision to undertake a PAITREO structure in these circumstances was also designed to optimise the potential for shareholders to either participate or have an opportunity to realise some value for their rights.

General Counsel and Company Secretary of Vocus, Ashe-lee Jegathesan, led the internal legal team on the transaction.

'The Allens team, as usual, provided us with exceptional support, with very commercial and pragmatic advice,' Ashe-lee said.

'Their understanding of our business meant they were able to bring potential risks to our attention that may not otherwise have been considered, and meant that these were well mitigated. Not to mention of course stepping up to the challenge of another deal under very tight timeframes.'

The capital raising for the acquisitions is set to be completed in July, with completion of the acquisitions expected in approximately three months subject to ACCC clearance.

Allens legal team

Corporate (M&A): Mark Malinas (Partner), Robert Simkiss (Partner), Michael Tolo (Associate), Ivan Milutinovic (Law Graduate)
Corporate (ECM): Julian Donnan (Partner), Robert Pick (Partner), Yan-Lin Lee (Senior Associate), Niki Haralambidis (Lawyer), Sarah Glynn (Law Graduate), Addison Ma (Senior Associate)
Competition: Fiona Crosbie (Partner), Rosannah Healy (Managing Associate), Ben Hancock (Associate) and Sophie Matthiesson (Associate).


Notes for editors.

Allens is a commercial law firm working throughout Australia and Asia. Through its integrated alliance with Linklaters it provides clients access to 40 offices in 28 countries around the world.