Allens has secured ACCC clearance on behalf of APN Outdoor for its acquisition by way of scheme of arrangement by JCDecaux SA, through which JCDecaux will acquire 100 per cent of the company's issued share capital for a total value of $1.119 billion.
Allens is also advising on the corporate aspects of the acquisition, which will see JCDecaux acquire APN Outdoor shares for total cash consideration of $6.70 per share (inclusive of a special dividend), representing a 34 per cent premium to the six-month volume weighted average price to 19 June 2018.
APN Outdoor's Board of Directors has unanimously recommended that shareholders vote in favour of the transaction. The scheme booklet in respect of the transaction was approved by the Federal Court today and has been released to the ASX.
Upon completion, APN Outdoor's 41,000 high-impact sites will join more than 1 million owned by JCDecaux in more than 80 countries.
'We're very pleased to have assisted APN Outdoor secure ACCC clearance for this transformative transaction,' said Partner Jacqueline Downes, who led the competition team on the matter.
'The matter was particularly interesting given the concerns the ACCC expressed in relation to the proposed merger between APN Outdoor and Ooh! Media last year. However, the ACCC acknowledged that APN Outdoor and JCDecaux have largely complementary businesses.'
'We're delighted to have worked alongside one of Australia's leading outdoor advertising companies on this transaction,' said joint lead Partner Tom Story, who is leading the M&A team.
'The value attributed to APN Outdoor under the transaction is testament to the outstanding job that James Warburton and his management team have done to reposition and grow the business in 2018.'
Allens legal team
Jacqueline Downes (joint lead Partner, Competition), Tom Story (Joint Lead Partner, M&A), Julian Donnan (Partner, Corporate), Fiona Crosbie (Partner, Competition), Alan Maxton (Partner, Banking & Finance), Noah Obradovic (Managing Associate, Corporate), Sophie Matthiesson (Senior Associate, Competition), Isabel Cropley (Senior Associate, Banking & Finance), Nashleen Dilrajh (Senior Overseas Practitioner, Corporate), Shantanu Govil (Associate, Competition), Dixon Song (Lawyer, Corporate), Dennis Xin (Lawyer, Corporate)
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.