KEY MOMENTS OF CHANGE
CHANGE AGENTS
THE YEAR AHEAD
CONTACT
| INSTRUCTIONS CAME FROM CLIENTS ACROSS THE ECONOMY LAST YEAR. THEY Required SEAMLESS TEAMWORK BETWEEN OUR PRACTICE GROUPS: MERGERS & Acquisitions, CORPORATE & COMMERCIAL, FINANCE, COMPETITION & REGULATORY, RESTRUCTURING & INSOLVENCY, DISPUTE RESOLUTION & LITIGATION, ENVIRONMENT & RESOURCE MANAGEMENT, PROPERTY & CONSTRUCTION, TAX, EMPLOYMENT, INTELLECTUAL PROPERTY, TECHNOLOGY, GOVERNMENT AND PUBLIC LAW. |
Fonterra in managing its energy needs.
PGG Wrightson on the expansion within New Zealand and overseas of its seeds and agrifeeds businesses; and in bringing innovation to livestock trading.
Our specialists advised Fonterra, Meridian, Rio Tinto, Transpacific Industries and Vector on the Government’s Emissions Trading Scheme; and the NZX on securities law, market infrastructure and regulatory policy for NZX’s “TZ1” carbon credits market.
ExxonMobil New Zealand (Exploration) on its Great South Basin permit and joint venture arrangements with Todd Energy.
Meridian on the North Bank Tunnel Concept – a hydro electricity proposal to divert 260 cumecs through a tunnel in the lower Waitaki River that, if consented, will generate enough electricity to power a city the size of Christchurch; and its procurement and property work for the West Wind windfarm situated just out of Wellington.
Mighty River Power on its joint venture with Tauhara No.2 Trust to develop geothermal power generation facilities at Rotokawa and Nga Tamariki. The deal involved complicated governance and ownership structures to protect commercial interests and environmental sustainability. Under this wider arrangement, the parties have started to develop a new 133MW power station at Rotokawa (to complement the existing power station
at Rotokawa owned by Mighty River Power) with further power stations potentially developed at Nga Tamariki in future.Ministry of Economic Development on the first and second stages of its International Energy Agency oil reserves project, involving calling for, assessing and awarding tenders for the supply of oil in the event of an IEA-declared emergency, ensuring New Zealand does not fall below its required 90 day reserve level.
New Zealand Aluminium Smelters on the new 18 year electricity agreement with Meridian in relation to electricity purchases by NZAS’ Tiwai Point Aluminium Smelter.
Pogo New Zealand on its Taranaki and East Coast petroleum exploration activities.
Powerco in its claim against the Wellington City Council and Wellington Water Management for losses suffered as a result of the large scale incursion of water into Powerco’s Wellington gas network in 2006; and on regulatory matters generally including in relation to the control of its gas distribution prices. This included leading a major judicial review in the High Court and also acting in relation to the Commerce Commission authorisation process.
Rio Tinto’s Iron Ore Division on its farm-in to an iron sands exploration permit.
Vector on the establishment of a joint venture with Siemens (NZ) to deliver advanced metering technology and operational services to customers throughout New Zealand; on its new gas transmission regime governing access to Vector’s high pressure gas pipeline system, including fit with the Maui Pipeline Operating Code; on its requirements for designation for its existing high pressure transmission pipeline between Manukau and Whangarei; on regulatory issues affecting the gas sector, including the Government’s ETS proposals; on transmission and resource management consenting process for gas transmission to Genesis’ proposed Rodney Power Station; on disputes with Todd over Kapuni gas allocations; and on its Kapuni Energy Joint Venture.
A syndicate of banks in providing funding facilities to Zespri Group for the 2007 kiwifruit season.
A syndicate of banks on a NZ$1.2 billion bridging facility for Fonterra.
A syndicate of banks on a NZ$1.1 billion facility for Fletcher Building.
ANZ National Bank on the development of its rural growth fund.
BDO Spicers, the voluntary administrators of Icon Digital, on the first voluntary administration in New Zealand since the law changed on 1 November 2007.
Beneficial Finance to develop an innovative legal strategy and documentation for a successful creditor moratorium to avoid receivership.
Cavotec MSL Holdings and vendors in a significant secondary share placement to institutional and other habitual investors.
Commonwealth Bank of Australia, ANZ National Bank, Bank of New Zealand and Westpac on NZ$525 million loans to Macquarie Goodman Property Trust.
DIRECT PROPERTY FUND on its NZ$60 million capital raising.
HSBC on the sale of its AMP-originated residential mortgage book valued at approx NZ$700 million to Kiwibank.
KORDAMENTHA on the receivership of Property Finance Group.
MCDOUALL STUART as lead manager and underwriter of the Pike River Coal IPO and subsequent rights issue.
MFS Pacific and MFS Boston on creditor moratorium proposals.
PricewaterhouseCoopers on the receivership of Bridgecorp.
Property Asset Management on a range of property lease securitisation transactions involving New Zealand and international property owning entities.
Successfully defending WESTPAC against claims for damages by former partners of a law firm who were suing the bank for terminating their professional relationship.
McHardy family interests on Takeovers Panel hearings, and litigation brought by Turners & Growers, in relation to historical transactions in Kerifresh.
Pacific Equity Partners on its acquisition (in joint venture with CCMP Capital Advisors) of Independent Liquor New Zealand.
PepsiCo Inc. on its acquisition of Bluebird Foods.
Supplying the independent expert to Parliament’s Commerce Committee in the development of the limited partnership legislation.
State Services Commission on the establishment and funding of the Victoria University of Wellington School of Government Trust and funding for the Australia and New Zealand School of Government Foundation.
Te Puni Kokiri in preparing legislation to restructure the Maori Trustee and establish Maori Business Aoteoroa New Zealand, a new independent body to further Maori economic development.
Bay of Plenty Regional Council on its public offer of up to NZ$200 million of perpetual preference shares in Quayside Holdings (which owns 55% of Port of Tauranga), the proceeds of which will be used to fund infrastructure projects in the Bay of Plenty region.
Christchurch City Council on zoning issues before the Environment Court to enable a more consistent approach to development of the City’s business zones.
Land Transport New Zealand on passenger transport funding reforms.
Meridian and South Canterbury Irrigation Trust on the Hunter Downs Irrigation Proposal – an irrigation scheme that, if consented, will take 20.5 cumecs from the lower Waitaki to irrigate 40,000 hectares in South Canterbury.
Port of Tauranga and Ports of Auckland on their proposed merger.
Rotorua Regional Airport on its designations and plan changes which provide for a runway extension to enable international flights.
Third Avenue on its NZ$63 million sale of a blocking stake in Toll NZ (previously Tranz Rail Holdings) to Toll Group to complete the privatisation of Toll NZ.
Transit New Zealand and Land Transport New Zealand on their merger to form the New Zealand Transport Agency; and assisting Transit with major improvements to New Zealand’s State highways, including on designations and resource consents for its Vic Park Tunnel and Manukau Harbour Crossing projects in Auckland; on civil proceedings arising out of its Vinegar Hill realignment and on objections to entry on private land for public works.
Transpacific Industries (NZ) in obtaining decisions from the Commerce Commission, which enabled it to acquire solid waste businesses from EnviroWaste and to acquire specified hazardous waste businesses of Medi-Chem Waste Services.
WASTE DISPOSAL SERVICES on appeal against designations and resource consents for the expansion of the Whitford Landfill.
Our specialists helped establish a number of KiwiSaver schemes, including two of the six Government-appointed schemes, and assisted many existing schemes to become complying superannuation funds for the purposes of the KiwiSaver regime. We also advised employer and provider clients on a range of KiwiSaver transition issues and continued taking a very active interest in KiwiSaver and superannuation policy developments in a pro bono capacity.
We have also been active developing investment products, and converting existing investment products for BT Funds Management, ASB Bank, ING (NZ), AMP Financial Services, and others, to take advantage of the new PIE and FDR tax reforms, including developing the Trafalgar Copley NZ Fund (a Cayman Islands based hedge fund utilising the FDR tax regime), the Cash Advantage Fund for AMP Capital Investors and Rabobank (the first new cash fund that gives exposure to on-call bank deposits with the PIE tax savings), and a cash PIE for ASB Bank and the Celsius New Zealand Income Fund Series 1, which takes advantage of both the PIE tax rules and the FDR rules.
AMP NZ OFFICE TRUST on the private placement of NZ$70 million of new units, and the replacement of Multiplex by Haumi as a cornerstone unitholder.
AMP Property Portfolio on the acquisition of a half share in Botany Town Centre, Lynn Mall and Manukau Supa Centa, one of the largest commercial property transactions in 2007.
Augusta Funds Management on the acquisition of Beaumont Quarter.
Direct Property Fund in respect of numerous acquisitions taking the current value of the fund to approximately NZ$400 million.EDEN PARK REDEVELOPMENT BOARD on the property and construction aspects of the upgrade of Eden Park for the Rugby World Cup 2011.
ING (NZ) on its acquisition of Remuera Gardens and Epsom Village Retirement Villages; and on its acquisition of a major retail and commercial development site in the Albany Town Centre, Block E.
Landco Land Developments on the sale of the Town Centre site in Stonefields.
LANDCO LAND DEVELOPMENTS in its successful Environment Court proceedings confirming a plan change for its Stonefields development at Mt. Wellington, Auckland.
LANDCO OKURA in Environment Court proceedings relating to the Long Bay Structure Plan.
McConnell Developments on a joint venture for the development of the Titanium Business Park with Waikato Regional Airport (Hamilton International Airport).
McDougall Reidy & Co on the purchase of Carlaw Park from the Auckland Rugby League Inc and acting on the development of that site into a hotel and commercial office precinct.
Marlin Consultants on the subdivision and development of the Soho development in Ponsonby.
Multiplex Capital (NZ) on its sale of the SAP Centre in Symonds Street and the Telco Building in Federal Street.
Orchard on its acquisition of Eden Business Park from Goodman.
Telecom on the design, build and lease agreement for its new head office building in Auckland – one of the largest single tenancy transactions in New Zealand.
Valad Funds Management on the completion of its joint venture with Symphony Developments for development sites in the Albany Town Centre and on its acquisition of the Auckland Club Tower.
VALAD FUNDS MANAGEMENT on its joint venture with Symphony Group to establish a property finance company.
Catalyst Investment Managers on its acquisition of a substantial share of Ezibuy.
EBOS Group on its acquisition of all of the share capital of PRNZ.
Foodstuffs (Wellington) Co-Operative Society on its negative pledge deed and funding involving ANZ National Bank, Bank of New Zealand, Commonwealth Bank of Australia and Westpac.
Hauraki Private Equity No.1 Fund on its sale of Tiri Group.
Pod on its takeover by LWR Manufacturing.The Warehouse on its sale of a 50% stake in the joint venture which owns The Base retail complex at Te Rapa, and the lease of The Warehouse premises within that complex.
Telecom on the acquisition of its WCDMA mobile telephone system including advice on resource management consenting issues; on its 49% stake in the joint venture between Xtra and Yahoo!7 – the deal combines New Zealand’s leading online and ISP services, through the Xtra brand, with Yahoo! Incorporated’s and Yahoo!7 online services and properties; on major regulatory proceedings, including local loop unbundling; on its High Court approved NZ$1.1 billion capital return and share cancellation; and in Commerce Act litigation brought by the Commerce Commission relating to Telecom’s 1999 introduction of the 0867 internet access code.
AMP SERVICES (NZ) with its IT arrangements as part of its PIE and KiwiSaver projects.
ASB BANK on the replacement of its treasury systems.
Meridian on the full replacement of its generation control systems including its SCADA systems.
We continued to act as Microsoft’s legal advisors in New Zealand.
PricewaterhouseCoopers on the sale of the “Powertax” business to Thomson Brookers.
Agility Logistics Group on its AU$93 million acquisition of Australian, New Zealand and Papua New Guinean logistics companies from Mainfreight.
Boart Longyear on the sale of its New Zealand based mineral drilling service assets and as New Zealand counsel on its AU$2.3 billion Australian IPO – the largest Australasian IPO of 2007.
Coles Group as New Zealand counsel in relation to the AU$20 billion takeover offer by Wesfarmers.
BT Funds Management (NZ) and Westpac Banking Corporation on the New Zealand law aspects of the sale of Westpac’s wholesale investment management business to BT Investment Management.
BT Investment Management on the New Zealand securities law issues associated with its AU$247 million IPO on the ASX.
Goldman Sachs JBWere on establishing the Goldman Sachs JBWere Trans-Tasman Private Equity Fund 07, the first private equity fund offered to investors in New Zealand and Australia and with an Australasian investment focus.
Hauraki Private Equity No.2 Fund on the partial Australian IPO of Norfolk Group for AU$250 million.
The Government of the Kingdom of Tonga in relation to the sale of the Kingdom’s electricity business. That project included advising on the establishment of a new regulatory regime.
The Malaysian Attorney General’s Chambers on its study of the New Zealand Accident Compensation Scheme as part of its consideration of a no-fault motor vehicle scheme for Malaysia.
Mooring Systems on its merger with Netherlands-based Cavotec Group Holdings N.V., leading to a company with a total market capitalisation of around NZ$200 million.
As New Zealand counsel on the AU$561 million Australasian IPO of Platinum Asset Management which listed on the ASX with AU$4.9 billion market capitalisation.
Rubicon on the US$60 million sale of its Horizon2 tree improvement business to the US-based ArborGen LLC.
Wall Group on its successful creditors’ compromise under Part 14 of the Companies Act 1993, including negotiations with United Kingdom-based creditors and associated litigation.
We continued to actively support the communities in which we work. The Catch Programme – a substantial pro bono legal fund – allows not for profit organisations access to our expertise and gives us a chance to contribute to our communities.
Investing in a Stronger Community: We assisted the Foundation for Youth Development; Sir Peter Blake Trust; Auckland City Mission; the Sir Edmund Hillary Outdoor Pursuit Centre of New Zealand; Little Sisters of the Poor; Kids Help Foundation Trust; Wellington Loop Steering Group – which we advised on the appropriate form of governance structure, including preparing the charitable trust deed, for the trust working to connect Wellington schools using a high speed fibre-optic network; Wellington Marine Conservation (Charitable) Trust; and Investing for Good (World Vision NZ Management).
Contributing to New Zealand’s Economic Future: We assisted Motu Economic & Public Policy Research; The New Zealand Institute; and the Association of Superannuation Funds of New Zealand.
Supporting a vibrant arts environment: As part of our support of the arts, we assisted NBR New Zealand Opera; Q Theatre, providing assistance on the funding and construction documentation for this much needed facility for the performing arts in Auckland; the NZ Drama School; Theatre Awards Charitable Trust; NZ Academy of Fine Arts; Vector Wellington Sinfonia and Auckland Philharmonia Orchestra.
Nation
In progress
KEY MOMENTS OF CHANGE
CHANGE AGENTS
THE YEAR AHEAD
CONTACT