Profile of Vijay Cugati

Vijay Cugati

Partner, Sector Leader, Investment Firms & Investment Management, BSc LLB (Hons)

About Vijay Cugati

Boards and senior management require the highest levels of expert guidance and strategic legal leadership. Vijay numbers amongst those few called upon to regularly advise, and is at the forefront of a generational shift, seen by both clients and peers as one of Australia's leading M&A lawyers, regularly advising Australia's largest companies on significant, strategic mergers and acquisitions. A nominee for 2020 Australian Dealmaker of the Year, he is repeatedly recognised in leading publications, including most recently Chambers Asia-Pacific 2021The Legal500 2021, Best Lawyers 2021: M&A and Corporate LawChambers Global 2021, Doyle's Guide 2020IFLR1000 2020 and Who's Who Legal: M&A and Governance 2021.

Known for his commercial insights, with particular strengths in supporting and navigating issues at the Board and C-suite levels, Vijay's practice is renowned for its diversity, comprising complex and high-profile public takeovers and schemes of arrangement, carve-out transactions, private acquisitions and disposals (including competitive sales processes), distressed M&A, solvent reconstructions and restructurings. He offers commercially focussed, pragmatic strategic guidance on our clients' most important deals and corporate governance issues. He also advises clients on ASX and Corporations Act queries, and regularly deals with regulators relevant to implementing transactions including the Takeovers Panel, ASIC, FIRB and ASX.

Vijay is a member of the Law Committee of the Australian Institute of Company Directors and of the Corporate Governance Committee of the Property Council of Australia. He sits on our Clients & Pursuits Committee, is the Head of our US Practice Desk and was a founding member of the Allens Inclusion and Diversity Council.

Vijay is a senior corporate partner who for over 20 years has advised on a variety of transactions across industry sectors. His direct experience on recent strategic transactions in the Australian market means that he is across current market-trends and practice. That experience has developed having worked on a variety of innovative and complex transactions in Australia and Europe, including during his time with Slaughter and May, 2005-2009.

Significant matters include:

  • Westpac – on the sale of its lenders mortgage insurance business to Arch Capital and related 10 year supply agreement (2021)
  • Crown Resorts – on its response to the A$8.02 billion proposal from Blackstone (2021)
  • Brambles – on its agreement to combine its Kegstar keg rental business with US beer keg solutions provider MicroStar (2021)
  • Westpac – on its competitive auction process to sell its Pacific businesses (Westpac Fiji and Westpac Bank PNG) to Kina Securities Limited for up to A$420 million (2020)
  • Laureate Education, Inc. – on its competitive auction process for the A$900 million sale of its operations in Australia (Torrens University Australia and Think Education) and New Zealand (Media Design School) to Strategic Education, Inc. (2020)
  • Brookfield – on its acquisition of a 40% stake in IndoStar Capital Finance in India for US$203 million through a combination of equity shares and compulsory convertible preference shares (2020)
  • CML Group – on its response to the competing proposals from Consolidated Operations Group and Scottish Pacific (2020)
  • AUB Group – on its A$132 million acquisition of a 40% interest in BizCover, Australia's leading online insurance distribution platform (2020) and the acquisition of 73.15% of Experien Insurance Services (2020)
  • Commonwealth Bank – on the sale of the CommSec Advisory unit to Morgans Stockbroking (2019) and its investments in Klarna (2019) and Square Peg (2020)
  • Brookfield – on its A$1.3 billion acquisition by scheme of arrangement of retirement village operator Aveo Group (2019)
  • Brambles – on its dual-track US$2.5 billion separation by demerger or trade sale of the IFCO RPC business, ultimately sold to Triton and ADIA (2019)
  • Bidder – on the competitive auction process for the acquisition of the Snowtown 2 Wind Farm, one of Australia’s largest wind farms, located in South Australia (2019)
  • Westpac – on its agreements with 10x Future Technologies (including minority equity investment) to build a standalone banking-as-a-service platform (2019)
  • AUB Group – on its proposed acquisition of Coverforce (2019)
  • Investa Office Fund – on its response to the competing A$3.3 billion proposals from Oxford Properties and Blackstone Real Estate; the proposed management internalisation joint venture and earlier A$2.98 billion proposal from Cromwell Property Group (2018)
  • Brookfield – on its take private of the Brookfield Prime Property Fund (2017) and the $699 million proposal to Gateway Lifestyle (2018)
  • Aristocrat Leisure – on its acquisitions of Video Gaming Technologies (US$1.23 billion) (2014); Plarium (US$500 million + earn-out) (2017) and Big Fish Games (US$990 million) (2018)
  • PT Bayan – on its $515 million acquisition of ASX-listed Kangaroo Resources by way of scheme of arrangement (2018)
  • Westpac – on numerous fintech investments, including zipMoney, Assembly and BeemIt, its joint venture with CBA and NAB to develop an instant mobile payment app platform for all Australians (2018)
  • Billabong – on its acquisition by Boardriders, Inc (controlled by funds managed by Oaktree Capital) for an implied enterprise value of $380 million (2018)
  • Cerberus Capital Management – on its acquisition of Bluestone Holdings Australia, the Asia Pacific arm of non-bank lender Bluestone Group (2018)
  • Timezone – on the sale of the Timezone Family Entertainment centres to Quadrant Private Equity (2017)
  • Macquarie Infrastructure Partners – on its sale of Dulles Greenway Toll Road to Macquarie Atlas Roads for $US445 million (2017)
  • Genesee & Wyoming Inc. – on the purchase of Glencore Rail for A$1.14 billion and concurrently the issue of a 49% equity stake in Genesee & Wyoming (2016)
  • Yum! Brands Inc. and Yum! Restaurants Australia – on the sale of Pizza Hut in Australia, including the master franchise arrangements for Pizza Hut's Australian network of 260 sub-franchisee stores (2016)
  • Recall Holdings – on its response to the A$2.67 billion proposal from Iron Mountain (2016)
  • Morgan Stanley Real Estate Investing – on the competitive sale process of the Investa office management platform, which provides asset and property management services to over A$8.9 billion of commercial office assets, as well as advice in connection with the DEXUS takeover proposal for Investa Office Fund and related Takeovers Panel work (2016)
  • Equifax Inc. – on its A$2.5 billion acquisition of Veda Group Limited (2016)
  • CSC – on its A$436 million acquisition of UXC Limited (2016)
  • Ferrovial Services – on its A$1 billion proposal to acquire Transfield Services and subsequent takeover offer (2016)
  • Commonwealth Bank – on its strategic alliance with Goldman Sachs to combine ECM and investment research expertise with Australia’s largest online retail share trading platform (2015)
  • Morgan Stanley Real Estate Investing – on the sale to China Investment Corporation of the Investa Property Trust's portfolio of nine Premium and A-grade buildings for over A$2.45 billion, the biggest direct real estate transaction in Australia's history (2015)
  • China Construction Bank Corporation – on its purchase of the over A$2 billion Australian corporate loan portfolio of The Royal Bank of Scotland Group Plc. (2015)
  • Brambles – on numerous acquisitions, including the €135 million acquisition via a competitive sale of the Pallecon bulk container business from Apollo (2013); the Ferguson Group for an enterprise value of £320 million (2014); and Germany's IFCO Systems from London-based buyout firm Apax Partners for €923 million (2011)
  • Pacific Equity Partners and Bain Capital – on their A$872 million proposal to acquire Bradken Limited (2014)
  • Leighton Holdings – on its response to the A$1.115 billion proportional takeover by Hochtief (2014)
  • Billabong – on its response to numerous takeover proposals from various private equity parties, concluding in its recapitalisation by Centerbridge and Oaktree (2014)
  • Global infrastructure investor – on its proposed A$5 billion acquisition and investment in the Pilbara iron ore sector (2013) and on its bid for the Moomba to Adelaide pipeline system (2013)
  • Arrium – on its response to the A$1.2 billion proposal from Noble Group and POSCO (2012)
  • Discovery Metals – on the response to takeover proposals from the Chinese private equity group Cathay Fortune, including an A$830 million cash offer (2012)
  • CIMB Group – on its acquisition of the Australian cash equities, ECM and corporate finance businesses of The Royal Bank of Scotland (2012)
  • Goldman Sachs and Brookfield – on the acquisition of Lloyd's NZ property loan portfolio (2011)
  • Leighton Holdings – on its A$750 million capital raising and response to regulatory investigations (2011)
  • Alinta Energy's finance syndicate – on the A$2.9 billion recapitalisation solution (2011)
  • GE Money – on the sale of certain financial services businesses in the UK, Ireland, Austria, Germany and Finland to Banco Santander (2008)
  • General Electric – on the acquisition from Smiths Group PLC of Smiths Aerospace for US$4.8 billion (2007)
  • Brambles – on its DLC merger with GKN (2001) and subsequent unification of the Australian/UK DLC structure via dual schemes of arrangement (2006)
  • BHP – on its DLC merger with Billiton, the then largest merger in Australian corporate history (2001)