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Profile of Vijay Cugati

Vijay Cugati

Partner, Practice Leader – Mergers, Acquisitions & Capital Markets, Co-Practice Group Leader – Corporate, BSc LLB (Hons)

Sydney

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About Vijay Cugati

Vijay Cugati is a senior M&A partner seen by both clients and peers as one of Australia's leading M&A lawyers. Reflecting his volume of significant deals year on year, he is consistently recognised in leading publications including Chambers Asia-Pacific, The Legal500, Best Lawyers: M&A and Corporate Law, Chambers Global, IFLR1000 and Who's Who Legal.

Known for his strategic legal leadership and commercial insights, Vijay is regularly called upon to guide the Boards and senior management of Australia's largest companies on signifcant and strategic M&A transactions. Vijay's practice is renowned for its diversity, comprising 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 focused, pragmatic 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 the ASX.

Vijay is the Head of the M&A and Capital Markets team and is Co-Head of the Corporate Practice. He has previously been Head of our US Practice Desk and was a founding member of the Allens Inclusion and Diversity Council and the firm's Clients & Pursuits Committee. Vijay is a member of the Law Committee of the Australian Institute of Company Directors, the Corporations Committee of the Law Council and the Corporate Governance Committee of the Property Council of Australia. 

For over 20 years, Vijay has advised on a variety of complex and innovative transactions across industry sectors, including during his time with Slaughter and May, 2005-2009. His direct experience on recent strategic transactions in the Australian market means that he is across current market-trends and practice.

Significant matters include:
  • UBS – on the Australian aspects of its proposed acquisition of Credit Suisse to create the world's fourth-largest bank, with 120,000 staff and more than $US5 trillion of assets under management - the first ever combination of two global systemically important financial institutions (2023)
  • Brookfield and EIG consortium – on its proposed acquisition by scheme of Origin Energy for an implied enterprise value of A$18.7 billion (2023)
  • Servco Australia – on its proposed acquisition of automotive dealership owner and operator, the Motorama Group (2023)
  • Westpac – on the sales process for its Pacific banking business - Westpac Fiji and Westpac Bank PNG Limited (2023)
  • Westpac – on the proposed sale of its wealth management investment platforms BT Panorama and Asgard (2023) 
  • Westpac – on the merger of BT’s personal and corporate superannuation funds (FUA of $37.8 billion) with Mercer Super Trust and sale of Advance Asset Management (FUM of $43.7 billion) to Mercer Australia (2022)
  • CIMIC – on its response to the cash takeover from Hochtief Australia for an implied value of A$6.85 billion (2022)
  • Blackstone – on the sale of La Trobe Financial, one of Australia’s largest non-bank lenders, to Brookfield Asset Management for a valuation of approximately A$1.5 billion (2022)
  • Charter Hall – on the acquisition by trust scheme on behalf of Charter Hall and PGGM to acquire the Irongate Group for an implied enterprise value of A$1.8 billion (2022)
  • AUB Group – on its up to A$1.05 billion (comprising A$880 million purchase price and up to A$176 million deferred consideration) acquisition of Tysers Insurance Brokers, the London-based Lloyd's wholesale insurance broker (2022)
  • Igneo Infrastructure Partners – on the acquisition of Elliot Green Power Australia, comprising three solar farms and co-located battery developments, to be added to the Atmos Renewables platform (2022)
  • Aristocrat Leisure – on its recommended cash offer to acquire Playtech, a leading global online gambling software and content supplier for enterprise value A$5.0 billion, including a A$1.3 billion entitlement offer (2021)
  • Crown Resorts – on its response to the A$9 billion proposal from Blackstone, the merger proposal from The Star and the US$3 billion funding proposal from Oaktree Capital (2021)
  • Commonwealth Bank – on its investment and participation in the proposed IPO of the digital settlements exchange PEXA, with an underwritten enterprise value of A$3.3 billion (2021)
  • Macquarie Asset Management – on the sale of One Rail Australia, an industry-leading rail operator with a unique platform of critical rail infrastructure, to Aurizon for A$2.35 billion (2021)
  • ALE Property Group – on its recommended acquisition by scheme by a Charter Hall-managed consortium, comprising the Charter Hall Long WALE REIT and Hostplus, with an implied enterprise value of A$1.7 billion (2021)
  • Westpac – on the sale of its lenders mortgage insurance business to Arch Capital and related 10 year supply agreement (2021)
  • Commonwealth Bank – on the sale of its Australian general insurance business and related exclusive 15 year strategic alliance with the Hollard Group for A$625 million together with deferred alliance payments (2021)
  • Plenary Group – on its proposal to the investors in the AMP Capital Community Infrastructure Fund that it be appointed as the fund’s new investment manager (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 provided 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 then 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)