Allens

Experience

Merger clearances

ANZ
A$2.85 billion divestment of ANZ's life and consumer credit insurance business to Zurich.

ANZ
Acquisition of its wealth management businesses by IOOF Holdings.

APN Outdoor
A$1.12 billion acquisition by JCDecaux.

Australia Post
Establishment of a global ecommerce joint venture with Aramex.

Bendigo Bank
A$4 billion acquisition of Adelaide Bank.

Billabong
A$380 million acquisition of Billabong Holdings by Boardriders, by scheme of arrangement.

CK Hutchison
A$9.8 billion proposed acquisition of APA.

CPPIB / GIP consortium
Canada Pension Plan Investment Board / Global Infrastructure Partners in obtaining ACCC clearance of the A$9+ billion takeover of ASX-listed Asciano Limited and the spin-out of Pacific National.

CSL

  • US$3.1 billion proposed acquisition of Talecris Biotherapeutics.
  • US$275 million acquisition of Novartis' global influenza vaccine business.

Dairy Farmers
Acquisition by National Foods, including the authorisation of a cooperative supply agreement.

DigiCert
Acquisition of the website security services businesses of Symantec.

DuPont
US$130+ billion merger of equals with The Dow Chemical Company.

DYWIDAG-Systems
Acquisition of Faro Group.

ERM Power
Proposed acquisition of state-owned electricity generator Maquarie Corporation.

Foxtel

  • A$2 billion acquisition of Austar.
  • Presto TV joint venture with Seven Network.
  • Acquisition of a stake in Network Ten.

The Good Guys
A$870 million sale to JB Hi-Fi.

Genesse & Wyoming
A$1.14 billion acquisition of Glencore Rail.

Healthe Care

  • Acquisition of Pulse Health and hospitals and facilities in Australia and New Zealand from Evolution Healthcare.
  • Sale of Brisbane Waters private hospital to Healthscope.

Healthscope

  • A$2.8 billion proposed acquisition of Symbion.
  • Disposal of WA, NSW and ACT pathology operations.
  • Disposal of veterinary pathology operations.

Hutchison Telecommunications
Merger with Vodafone in Australia, to form Vodafone Hutchison Australia.

Hutchison
Proposed merger between Vodafone Hutchison and TPG.

Ingenico
EUR1.7 billion acquisition of Swedish electronic payments company Bambora.

Johnson & Johnson
US$21.3 billion acquisition of Synthes.

Joy Global
A$3.7 billion acquisition by Komatsu.

M2 Group
A$3.8 billion merger with Vocus Communications.

Mondelez International (formerly Kraft Foods)
Takeover of Cadbury.

News Corporation

  • Acquisition of Racing Internet Services by Punters Paradise (a subsidiary of News Corp)
  • Sale of online directory business True Local to Sensis
  • Acquisition of a stake in APN News and Media
  • Acquisition of Consolidated Media Holdings Ltd, including its 50 per cent share of Fox Sports and 25 per cent share of Foxtel
  • Sale of Sunday Times to Seven Network
  • Acquisition of regional newspaper group Australian Regional Media from APN News & Media.

Oracle

  • US$10 billion acquisition of PeopleSoft.
  • US$6 billion acquisition of Siebel.
  • US$7.4 billion acquisition of Sun Microsystems.

OneFortyOne Plantations (OFO)
Acquisition of the Jubilee Highway Sawmill and associated operations at the Port of Portland.

Pfizer

  • US$11.9 billion sale of its infant nutrition business to Nestlé.
  • US$17 billion acquisition of Hospira.
  • US$68 billion acquisition of Wyeth.

Rio Tinto

  • A$44 billion acquisition of Alcan.
  • Response to BHPB’s US$192 billion takeover approach.
  • Proposed iron ore joint venture with BHPB.

Recall Holdings
A$3.4 billion acquisition of Iron Mountain Incorporated.

Sanofi
EU22 billion asset swap with Boehringer Ingelheim.

Sanofi and Merck & Co.
Joint venture proposing to create the world's largest animal health company.

Shell
A$98 billion acquisition of BG Group.

Sony/ATV Publishing
Acquisition of EMI Publishing Australia.

St. George Bank
A$67 billion merger with Westpac.

The Valspar Corporation
A$11.3 billion acquisition by Sherwin-Williams.

Vocus
A$807 million acquisition of Nextgen.

Vodafone Hutchinson Australia
Merger in Australia of Hutchinson Telecoms and Vodafone.

Wesfarmers
A$20 billion acquisition of Coles.

West Australian Newspapers
A$4.1 billion acquisition of Seven Media Group.

Zodiac Group
Acquisition by Piscine Luxembourg Holdings.

Competition, investigations & enforcement

Our Competition, Consumer & Regulatory group continues to maintain primary conduct of all landmark ACCC enforcement matters, from the beginning of an investigation right throughout any litigation. Our team regularly acts for clients in relation to immunity applications, ACCC investigations and enforcement action. We have acted for clients in well-publicised global cartels and in significant domestic cartels. Recent experience includes:

Equifax
Acting for Equifax in ACCC investigation and subsequent proceedings alleging breach of the Australian Consumer Law.

Ford
Acting in ACCC proceedings alleging unconscionable conduct.

Sensis
Acting for Sensis in ACCC investigation into automatic contract renewal and cancellation processes.

Pfizer
Acting in defence of ACCC proceedings alleging misuse of market power and exclusive dealing.

PZ Cussons
Acting for PZ Cussons in successfully defending civil cartel proceedings brought by the ACCC. Currently acting for PZ Cussons in the appeal proceedings commenced by the ACCC.

Viscas
Acting for Viscas in the settled ACCC proceedings concerning the alleged cartel in the land and submarine cable industry.

Emirates
Acted in defence of now-settled cartel proceedings commenced by the ACCC, alleging that Emirates participated in a global air cargo cartel.

Investment banks
Acted in ACCC and ASIC investigations regarding aspects of their trading activity.

News Limited, Foxtel, Premier Media Group
Successfully defended allegations of anti-competitive conduct in the high-profile 'C7' case.

Amcor
Acted for Amcor in the ACCC cartel investigation and subsequent proceedings. Amcor was granted immunity from the ACCC.

Liquorland
Acted in ACCC investigation and proceedings alleging collusive conduct. We resolved proceedings on behalf of Liquorland, and the ACCC proceeded to judgment against the co-respondent only.

Coles
Acted in the high-profile ACCC proceedings alleging unconscionable conduct. Also acted in High Court proceedings challenging the ambit of the ACCC's information-gathering powers.

Norcast
Acted in proceedings against Bradken, alleging cartel conduct and misleading or deceptive conduct.

George Weston Foods
Acted in ACCC investigation and proceedings for alleged attempted price fixing.

Our Competition, Consumer & Regulatory team are leading advisors on ACCC market studies and inquiries. We have assisted clients on major ACCC inquiries into retail electricity, dairy, the East Coast gas market and residential mortgages and are currently advising leading industry participants in ACCC inquiries into digital platforms and foreign exchange.

Consumer and advertising

Our Competition, Consumer & Regulatory group has the leading consumer law practice in Australia. Our clients rely on our extensive experience, having led the largest consumer investigations and disputes in recent years. We know that prevention is better than cure – our team collaborates with clients regularly to develop watertight compliance programs and risk management systems in the review of reporting systems, consumer guarantees, unfair contract terms, marketing materials, and the management of any potential product safety recalls and penalties.

Regulators are increasingly interested in breaches of Australian Consumer Law (the ACL), and we have seen a rise in regulatory enquiries, including ACCC investigations, Productivity Commissions and Royal Commissions. Our team has been involved in advising clients on these and many more consumer issues, particularly across the financial services, energy, dairy, automotive and media and telecoms (including internet providers) industries.

We have developed and conducted programs on trade practices compliance for numerous international and Australia-based clients, and an online training guide that can be tailored for any business.

Regulated access

Our Competition, Consumer & Regulatory team is at the cutting edge of regulated access and regulatory developments, and has advised a range of organisations on the ACCC's authorisation and notification procedures. We provide regulated access, third-party access and price monitoring advice to major national and international players in the regulation of agriculture, airports, infrastructure, telecoms, energy, government, media and resources industries.

Our extensive sector experience is outlined below.

Airports

Our airports experience includes advising:

Sydney Airport JUHI JV
The owners of the jet fuel storage facility and the jet fuel hydrant pipeline network at Sydney Airport (Shell, Caltex, BP, Mobil and Qantas), in relation to an application for declaration of the infrastructure before the NCC by an airline industry body.

Ansett
On the application for declaration of certain cargo facilities at Sydney Airport, in one of the first declaration application appeals to be brought before the Australian Competition Tribunal.

Sydney Airport Corporation
Advising on ACCC price monitoring.

Electricity

We regularly advise regulators, operators and purchasers in relation to access to electricity networks.

NSW Treasury
Advising NSW Treasury on submissions to the AER in relation to the determination of the revenue requirement for all NSW electricity distribution and transmission businesses.

Rio Tinto
Advising on Alinta coverage application regarding Horizon Power Network, and on submissions to the WA Government regarding proposed regulation of North West Interconnected System (Pilbara power network).

Energex
Advised on the application of the QCA's electricity distribution ring-fencing guidelines.

Queensland Competition Authority
Advised the QCA on the introduction of full retail contestability into the Queensland electricity sector.

Meridian
Advising on the connection agreements for the Mount Mercer wind farm.

Mitsui
Advising on the connection agreements for the Bald Hills wind farm.

Tilt Renewables
Advising in relation to the connection of the proposed Salt Creek wind farm in Victoria

Healthcare

Sanofi
Obtaining ACCC clearance for the restructure of the Sanofi/BMS cardiovascular joint venture and acquisition of AVAPRO and ISCOVER brands.

Medicines Australia
Obtaining authorisation for the Code of Conduct, which regulates industry conduct for the marketing of pharmaceuticals in Australia.

Oil & Gas

Our gas experience includes advising:

Various CoAG bodies
On the development of the National Third Party Access Code for Natural Gas Pipelines and the related cooperative national legislative scheme. As well as assisting in drafting the Gas Code, we were involved in the preparation of intergovernmental agreements and supporting legislation, and liaised with the NCC in relation to the certification of the Code.

Australian Energy Market Commission

  • On the regulatory treatment of AMDQ credit certificates under APA GasNet's access arrangements, including its reference tariff variation mechanism.
  • Worked closely with the Commission to successful design, develop and draft landmark reform to introduce competition in electricity metering in Australia.

Dampier to Bunbury Natural Gas Pipeline consortium
On access issues related to the acquisition of the pipeline.

Central Petroleum
Advising on tariff issues under the National Gas Laws and submissions on Vertigan review of gas pipeline regulation.

WestSide
Advising in connection with a successful application to revoke coverage of Dawson Valley gas pipeline.

ExxonMobil
Obtaining a 16-year ACCC exemption for the PNG Gas Project to engage in joint marketing.

Shell / Chevron / ExxonMobil
Obtaining an eight-year ACCC exemption for the A$40 billion Gorgon gas project to engage in joint marketing of gas to domestic customers.

Shell / Coles alliance
Advised on an exclusive dealing notification to the ACCC relating to the establishment of an operations entity formed to manage Shell's core retail property network as part of a commercial alliance between Shell and Coles.

Government & regulators

Our government and regulatory experience includes advising:

Victorian Department of Natural Resources and Environment
Advised in relation to the introduction of full retail competition in the Victorian electricity and gas industries. This involved considerable negotiation and consultation with the ACCC.

Queensland Competition Authority
In relation to the Queensland legislation regulating rail access, water pricing, competitive neutrality, price monitoring and other third-party access issues.

Victorian Essential Services Commission
In relation to the regulation of ports, rail, electricity, gas and water industries, including the administration of third-party access regimes.

NSW Independent Pricing and Regulatory Tribunal
Advising the IPART on pricing regulation for energy, water and transport services in NSW. In particular, in the preparation of its determinations for setting the maximum prices that can be charged for these services.

Papua New Guinea Government
On the introduction of new regulatory regimes for electricity, telecommunications, post, water, harbours and motor vehicle insurance industries.

Victorian Department of Environment Land Water & Planning
Advising on the Victorian electricity distribution price reviews.

NSW Department of Treasury
Advising on the NSW networks price reviews.

Ports

Our ports experience includes advising:

Port of Brisbane Corporation
In relation to an application for declaration of certain portside services under the Queensland Competition Authority Act.

Dalrymple Bay Coal Terminal
Advising the DBCT User Group (now Anglo American, BHP Billiton Mitsui Coal, Glencore, Rio Tinto, Peabody Energy, Stanmore and Realm Resources) on each of the DBCT Access Undertakings – including submissions to the Queensland Competition Authority.

Infrastructure investors
On the regulatory risk surrounding their purchase of Port of Brisbane, and Geraldton Port Authority regarding its obligations to iron ore exporters under the Competition and Consumer Act.

US-owned grain grower
On a proposed port access undertaking lodged by a competing grower with the ACCC.

Rio Tinto
In relation to the ACCC-authorised 'Capacity Framework Arrangements' at the Port of Newcastle in New South Wales, and associated long-term port access arrangements.

Rio Tinto Coal
In connection with port access and regulatory issues in New South Wales and Queensland.

Various (Essential Services Commission)
Advising on the regulation of ports, rail, electricity, gas and water industries (including price matters).

Wilmar Gavilon
Advising on successful application for exemption from the Port Terminal Access (Bulk Wheat) Code of Conduct for Queensland Bulk Handling terminal in the Port of Brisbane.

Abbot Point WACC Review Arbitration
Advising a number of coal producers on negotiations and arbitration in relation to Adani’s proposed increases to Terminal Infrastructure Charge (including WACC parameters).

Queensland Sugar
Regarding potential access and pricing regulation of the bulk sugar terminals and related port infrastructure and successful application for authorisation for collective negotiation (with a number of milling companies) of terms of storage arrangements.

US-owned grain grower
On a proposed port access undertaking lodged with the ACCC by a competing grower.

Railways

Our rail experience includes advising:

Queensland Government
On the access and competition law aspects of the $7 billion privatisation of Queensland Rail's coal transport business, including advice in connection with certification of Queensland's rail access regime as an effective access regime.

Rio Tinto
In relation to the applications for a Part IIIA declaration of Rio Tinto's rail lines in the Pilbara before the National Competition Council, Australian Competition Tribunal, the Full Federal Court and the High Court.

Rio Tinto
In relation to Australian Rail Track Corporation's Hunter Valley Coal Network Access Undertaking application and associated long-term rail access arrangements, and also in relation to long-term rail access arrangements for the Central Queensland Coal Network.

Victoria rail access regime
On the initial introduction of a legislative rail access regime in Victoria. We have subsequently acted for the ESC in relation to the administration of the Victorian rail access regime.

Aurizon Network Access Undertaking
Advised Queensland Competition Authority on consideration of the first three access undertakings submitted by Aurizon Network (UT1-3), advising Glencore on certain submissions in respect of the subsequent access undertaking (UT4), and advising the Queensland Resources Council on pricing submissions in respect of the current draft access undertaking process (UT5).

Queensland Rail Access Undertaking
Advising the resources users of the QR Network on QR's access undertaking (New Hope, Yancoal and Glencore), including submissions to the Queensland Competition Authority.

Hunter Valley Access Undertaking
Advising Anglo American on submissions to the ACCC in relation to ARTC's Hunter Valley network access undertaking.

Surat Basin Rail
Advising Glencore on the WACC-based pricing and tariff structure in respect of the proposed Surat Basin Rail development.

West Pilbara Iron Ore Project
Advising AMCI on the WACC-based pricing and tariff structure in respect of the proposed West Pilbara Iron Ore project rail and port infrastructure.

Access Facilitation/Rebate Deeds
Advising Rio Tinto and Yancoal on the operation of Aurizon access facilitation and rebate deeds, including the WACC-based calculation of charges and rebates and proposed amendments to reflect changes in Aurizon’s tariff and pricing structure.

Telecommunications & Media

Our telecommunications and media experience includes advising:

NBN Co
Generally on the obligations under the NBN-specific telecommunications access regime, and the Vertigan review of regulatory arrangements in respect of the NBN.

FOXTEL
In obtaining ACCC acceptance of the first-ever special access undertaking, which was successfully defended in the Federal Court.

Hutchison Telecoms
In relation to its Part XIC access undertaking regarding the mobile terminating access service.

Hutchison Telecoms and AAPT
Opposing the mobile terminating access service undertakings lodged by other industry participants, including appearing before the Australian Competition Tribunal.

Vodafone Hutchison Australia
Generally on the obligations under the telecommunications-specific access regime in the Competition and Consumer Act.

Telecommunications providers
On numerous access arbitrations before the ACCC and the Australian Competition Tribunal relating to the mobile terminating access service, the line sharing service and other telecoms services.

BHP
Advising on application of the ACCC's pricing determination regarding the domestic transmission capacity service.

Water

Our water experience includes advising:

Melbourne Water
On the response to the Essential Services Commission's public consultation on the introduction of a state access regime for the water industry in Victoria.

NSW Independent Pricing and Regulatory Tribunal
In relation to a voluntary access undertaking submitted by Sydney Water Corporation regarding access to its water supply system.

Queensland Competition Authority
Advised the QCA on SEQ retail water price monitoring investigations.

SunWater
Advising on the ACCC's review of water charges rules for Murray-Darling basin water infrastructure.