Private Equity Horizons 2018

OUR PREDICTIONS FOR THE YEAR AHEAD

As new funds enter the local market, flexible debt funding structures become more prevalent and the mountain of dry powder available to sponsors forces the deployment of capital in more innovative ways, we expect the Australian private equity market to become increasingly sophisticated and continue to grow in 2018. The Private Equity team at Allens reports on some key trends and sectors to look out for.

www.allens.com.au Sectors to watch Informed by discussions with financial sponsors 2018 2017 in Australia, across the region and in the US, Healthcare Education Technology Agri Technology Agri & food Healthcare Consumer the sectors to watch in 2018 are: & retail

TECHNOLOGY AGRI & FOOD HEALTHCARE CONSUMER & RETAIL

Technology assets continue to garner sponsor attention. The Agri & Food sector is continuing to get significant The Healthcare sector continues to attract significant Consumer retail is expected to continue to attract This is particularly the case with software businesses, attention from sponsors, attracted by strong macro interest from sponsors. The last 12 months was headlined strong investment from sponsors, after a year in which where products have exposure to high‑growth areas such trends driving demand from Asian markets for quality by EQT’s sale of I‑MED Radiology to Permira, PEP and investments in companies in this sector garnered slightly branded Australian food and beverage products. Pacific Carlyle’s acquisition of iNova Pharmaceuticals, and more than half of all invested dollars. As demonstrated as medical and health; provision of online education Equity Partners (PEP) has been at the forefront of this Quadrant’s sale of Icon Group to QIC, Goldman Sachs and by Oaktree’s proposed acquisition of Billabong (via its and compliance training; and management of logistics, activity, and, in 2017, acquired Allied Mills, Australia’s Pagoda Capital. portfolio company Boardriders, Inc.) there continues to including fleets and warehouses. leading manufacturer of flour, bakery premixes and be strong demand from financial sponsors for businesses Despite considerable interest in the sector, sponsors speciality frozen par‑baked bread products. Allied Mills has operating in this part of the market. We see continued interest in data‑rich assets where such remain selective on the ‘right’ healthcare opportunity for subsequently been integrated with PEP’s Pinnacle Bakery data is able to be exploited, and in high‑impact online them, paying careful attention to the business’ regulatory Technology changes, a shift away from traditional ‘brick and Integrated Ingredients business. Quadrant Private landscape and relationship with its doctors and other and mortar’ retailers and changing consumer tastes is platforms. We anticipate businesses that provide software Equity has also been active in this space, recently acquiring healthcare professionals (to operating model, growth plan continuing to present many challenges for fashion brands as a service (or SaaS) delivery models, which can be rolled the iconic confectionery manufacturer Darrell Lea. and exit risks). and other retailers, which has the potential to open up out globally (either as a platform for future growth, We expect to see further buy and sell‑side sponsor activity opportunities for PE sponsors with a focus on ‘deep value’ We are also seeing vendors stretch the boundaries of what or as a bolt‑on acquisition), will present significant in the Agri & Food sector in 2018. European sponsor propositions and operational turnaround. is a ‘healthcare asset’ to capitalise on the strong interest in opportunities for financial sponsors. Terra Firma may look to exit its trophy cattle business the sector, with cosmetic treatment clinics, medical device The entrance of international e‑commerce companies Consolidated Pastoral Company, which it has held for the Unlocking value through divestitures will be of real distributors and healthcare labour providers marketed for such as Amazon, Alibaba and certain others into the past nine years. This process is expected to be a highly sale to healthcare‑hungry sponsors. However, sponsors will local market is expected to cause significant disruption interest to private equity. In 2017, we saw KKR and competitive auction, led by both Australian and offshore also continue to view these opportunities more critically and potential volatility in the valuation of Australian Affinity Equity Partners make an unsuccessful play for superannuation and pension funds seeking exposure to a than core healthcare plays. businesses, which could present value opportunities for sizable and high‑quality Australian pastoral asset. On the telecommunications provider Vocus Group, and TPG and a strategic sponsor to deploy equity cheques. The healthcare sector is also seeing a number of different Hellman & Friedman attempt to take Fairfax Media buy‑side, sponsors will continue to seek out opportunities to acquire unloved branded food or beverage businesses classes of investors converge, including infrastructure fund At the smaller end of the market, the consumer retail space private, before the demerger of Domain Group from sitting within multinational portfolios. managers, core plus and special situations teams, and has continued to present turnaround opportunities for its parent entity. Asian strategic buyers. Many of these investors have lower sponsors. In October 2017, Allegro Private Equity acquired investment return hurdles to sponsors, making this sector New Zealand’s largest footwear retail group from an expensive and congested sector for sponsors. ASX‑listed Bapcor.

Mark Malinas Tom Story Emin Altiparmak Apoorva Suryaprakash Partner Partner Partner Senior Associate 2 3 ACTIVITY TO CENTRE AROUND UNITRANCHE LOANS REGULATORY CHALLENGES TO 1 BUYOUTS BUT OTHER FORMS 2 AND TLBs TO CONTINUE 3 BECOME INCREASINGLY IMPORTANT OF INVESTMENT BECOMING TO GROW FOR PRE‑BID ACQUISITION PLANNING INCREASINGLY POPULAR As the regulatory and political pressure on Australia’s foreign investment regime continues to move according to Major In 2017, we saw the vast majority of deal‑making activity centred traditional bank lenders to de‑lever their balance the changing political winds in Canberra, but generally does not pose around mid‑market transactions, with traditional buyouts sheets continues, there has been a marked a material completion risk for most PE investors (with such investors accounting for the bulk of that activity (representing approximately increase in activity from alternative credit having either previously invested in Australia or otherwise being trends 60 per cent of overall activity). One of the largest private equity providers in providing a variety of financing perceived as responsible global investors). The principal challenge for transaction to take place was the secondary sale of radiology products to attract borrowers. One such product to PE investors continues to be how to manage the potential impacts business I‑MED Radiology by EQT to European firm Permira for arrive in force in the Australian leveraged finance to transaction timing and process as a result of the regime and the in 2018 a reported A$1.3 billion, following a highly competitive auction market in 2017 was the unitranche facility, which Federal Government’s regular adjustments around the edges of the process that did not result in an immediate sale. has been widely used in the European leveraged regime via the Treasurer’s media releases and FIRB’s guidance notes. finance market for some years. It is a single Despite the popularity of buyout deals (which includes MBOs, LBOs We have continued to see greater inter‑governmental coordination tranche facility, theoretically blending a senior and and take‑privates), in the last year we have seen a diversification between FIRB and other governmental agencies, in particular the ATO. mezzanine tranche into one facility. Unitranche in the investment strategy of many funds, which is contributing The ATO has used the FIRB process as an opportunity to monitor and funding solutions were widely used in bids and to the increasing maturity and sophistication of the local private enforce tax compliance by PE sponsors, including through detailed acquisitions in Australia throughout 2017, and we equity market. tax related questions (raised through FIRB) and the imposition of a expect the popularity of unitranche financing to suite of ‘standard’ tax conditions (and more onerous tax conditions Some recent examples of sponsors deploying innovative strategies continue, particularly in acquisition financing. on investments considered ‘high risk’ by the ATO in its discretion). to secure their targets include: Unitranche loans are attractive to borrowers, PE sponsors seeking FIRB approval should be prepared to respond to • the proposed take‑private of underperforming Australian given their higher leverage levels, flexibility on (and substantiate) detailed questions from the ATO in relation to the surfwear company Billabong by Boardriders Inc (formerly terms (especially financial covenants) and longer acquisition structure and terms (including the details of related party Quiksilver), a portfolio company of distressed and special tenor. While arguably slightly more expensive financing arrangements to test any transfer pricing concerns, and the situations‑focused manager Oaktree Capital Management; than traditional bank debt, as they blend a senior domicile of acquisition vehicles to test any treaty shopping concerns). • the acquisition of Laser Clinics Australia, which saw KKR acquire and mezzanine position, they typically result in One welcome development has been the recent introduction of the a majority stake in the business and help bridge the valuation a higher level of debt being made available. In ‘exemption certificates’ regime for non‑sensitive business acquisitions gap by allowing the existing sponsor, The Growth Fund, to retain terms of financial covenants, unitranche lenders (pursuant to which applicants can seek pre‑approval for multiple a minority interest; and typically only require a leverage ratio; interest cover acquisitions in non‑sensitive sectors within a defined period), which • Adamantem Capital’s acquisition of a controlling stake and debt service ratios are not typically required. has, together with exemption certificates relating to land, facilitated in high‑performance horse feed manufacturer Hygain, Tenors are slightly longer and amortisation is often the more speedy execution of bolt‑on acquisitions by portfolio demonstrating that there is no shortage of capital pursuing minimal. Some features of unitranche loans may companies. make it difficult for traditional commercial banks smaller growth‑equity opportunities. Finally, for transactions involving agricultural land (which we’ve to participate in the term debt, but opportunities The increasing competition from private equity funds, sovereign identified as a sector to watch in 2018), the Federal Treasurer has remain for commercial banks to provide the wealth funds and alternative capital providers for a limited number recently announced that he will (as part of his national interest revolving and transactional facilities (should they of investment opportunities has also contributed to a ‘blurring of assessment) consider whether Australians were given an adequate be required)and derivatives. the lines’ between sponsors, where the increased pressure to put opportunity to acquire the relevant land (to address concerns that capital to work has resulted in certain private equity firms shifting Australian dollar denominated term loan B manifested during the Treasurer’s consideration of the recent sale their focus towards ‘core‑plus’ assets and credit opportunities. This (TLB) financings are another attractive form of of S. Kidman & Co Limited). This may have a practical impact on the trend follows a similar theme to what we have seen in the US and financing, where sponsors can access the benefit sale processes relating to agricultural investments (particularly for PE Europe, where traditional private equity funds have raised new of TLB loans traditionally only afforded in the sponsors looking to make adjacent or natural bolt‑on acquisitions), funds with different return hurdles and risk exposures. US market, without needing to bear the cost of which will now need to be offered for sale publicly and marketed cross‑currency hedging. Recent developments In 2017, there have been reports of Pacific Equity Partners widely. Further, business acquisition certificates will no longer be in this space include the use of debt documents (Australia’s largest private equity fund) looking to raise a new available for agribusiness transactions. governed by Australian law, rather than New A$1 billion infrastructure fund, targeting ‘active infrastructure’, This concept that the national interest requires that Australians York law, and, more recently, the use of Australian described as a hybrid of private equity‑style investments and must first be given an opportunity to purchase an asset (rather drafting style in TLB documents, resulting in less infrastructure assets. At a time when the peak of availability of than exclusively testing whether the relevant foreign person is an complex and more readily understandable loan large‑scale traditional infrastructure investment opportunities appropriate purchaser) is a concerning development particularly if it documentation. is considered to have passed, the move towards core‑plus assets extends (beyond agricultural land investments) into other types of provides institutional investors with further opportunities for Despite the growth of these alternative forms investments regulated by Australia’s foreign investment regime. We investment in private equity, but with a lower risk profile. In of debt finance, traditional bank lenders have have already witnessed the first seed to extend this concept. As part connection with this theme, we also witnessed Sydney‑based a proven track record and expertise in this area, of the Treasurer’s recent announcement, FIRB updated its guidance Quadrant Private Equity make new hires in the distressed and and their underwriting appetite will continue notes to explain that land related exemption certificates to be granted mezzanine debt space, potentially signalling a greater focus on to be strong. They will remain a stable liquidity going forward will not apply to any land (whether commercial land, alternative credit and lending opportunities. option for private equity and other sponsors and agricultural land or otherwise) acquired in circumstances where it has acquirers. not been offered for sale publicly and marketed widely.

4 5 TRADE SALES TO REMAIN TAKE‑PRIVATES BUILDING Global perspective PRIVATE EQUITY FUNDS 4 THE MOST POPULAR EXIT 5 BROADER MOMENTUM, AND 6 AND INVESTORS TO STRATEGY AS IPO MARKETS STAY WARRANTY & INDEMNITY We have tapped into our Linklaters colleagues to learn what RE‑ENTER THE BATTLEFIELD trends their leading financial sponsor team expect to play out in CHALLENGING INSURANCE TO BECOME 2018. Here are their top five. WITH THE ATO As we anticipated in our Horizons 2017: Mid‑Year Update, INCREASINGLY POPULAR There has been a lull in tax disputes following the private equity activity on the sell side was relatively Despite the impact of stock market valuations resulting in NEW HORIZONS lengthy PE battles which played out in court rooms subdued in 2017, with 14 divestments completed for higher entry‑point valuations, certain financial sponsors in past years (TPG's exit from Myer, MatlinPatterson's the year (down 12 per cent from the year before). This have been able to find listed businesses that are trading The mountain of dry powder available to sponsors means that we exit from Minara Resources and Resource Capital Fund represents the third consecutive year where we have seen III's exit from St Barbara Mines). Partly this may be the at reasonable or attractive valuations in the listed markets expect to see a continued diversification of the strategies, sectors slower activity on the sell side from private equity funds. result of the closer monitoring activity by the ATO via and take advantage of those opportunities. There are also and geographies being targeted to deploy funds. We are already the FIRB approval process described above. However, Of the divestments that did complete, we saw fewer a number of take‑private transactions currently on foot seeing sponsors look to spend that money in Eastern Europe, the initial public offerings (IPOs) than in recent years, as the state of play is likely to be shaken up during 2018 that we anticipate will be announced before we reach the Middle East and India, increasingly complicated regulated sectors, managers instead turned to trade and secondary sales as halfway point of 2018. following the Federal Court's judgment on 5 February and entertaining non‑control investments. 2018 involving Resource Capital Fund IV and Fund V's their preferred exit route. A number of highly publicised In 2017, the withdrawn offers from TPG and Hellman & (RCF) exit from their investment in Talison Lithium potential private equity exits via IPO (including Zip Water, Friedman to acquire Fairfax Media started something in 2013. Accolade Wines, Retail Apparel Group, Craveable Brands of a resurgence in public to private transactions. The AUCTION FATIGUE and I‑MED Radiology) were all put on hold and some were proposal was shortly followed by the now‑failed attempts The Court ruled that the profit made on RCF's disposal It is still very much a seller’s market, with great competition for subsequently sold. The largest divestment of 2017 was by KKR and Affinity Equity Partners to acquire listed was not taxable to the sellers (Cayman Islands LPs) or assets; sponsors continue to be exasperated at the prices that the sale of Alinta, exited by TPG Capital to Hong Kong telecommunications provider Vocus. Although both the limited partners in each LP because: company Chow Tai Fook for A$4 billion in April 2017. transactions ultimately did not proceed, consistent with winning bidders are prepared to pay and are often surprised at • the shares in the Australian company were not In terms of sale processes, competitive auctions continued the predictions in our Horizons 2017: Mid‑Year Update, their identity. As sponsors grow tired of wasting fees on failed taxable Australian property for CGT (Talison to dominate, with only a handful of large transactions the willingness of financial sponsors to announce their bids, and auction fatigue sets in, they are deploying more time Lithium did not exceed the 50% asset value completed as part of a bilateral private treaty agreement interest in large, complicated listed businesses laid the and effort on finding bilateral deals and cultivating relationships threshold for Australian land or mining assets); (Quadrant’s sale of The Real Pet Food Company to a foundations for further activity and encouraged other with corporates to achieve the same. • each Cayman Islands LP was not a 'taxable consortium led by New Hope for A$1 billion was a recent sponsors to pursue take‑private opportunities. Some standout). entity'; and noteworthy examples of successful take‑privates include: DEFERRED EXIT VISTAS The number of IPOs during 2017 remained low (albeit • the acquisition of Pepper, an ASX‑listed non‑bank • the US resident limited partners were entitled to constant) at four, with private equity managers also lender, by KKR Credit, which required KKR to increase Sponsors are becoming increasingly reluctant to exit their best relief from tax under the Australia‑US double tax continuing their investments by selling down their the agreed original offer price; investments and finding ingenious solutions to avoid it. We have treaty. stakes in companies that had been floated in prior years. • the yet‑to‑be completed acquisition of Billabong by one seen this achieved by assets being transferred into longer‑term For PE fund investments in Australian portfolio TPG Capital bought Inghams in 2013 and floated the of its senior lenders, Oaktree Capital Management (via funds (with a liquidity option for non‑supportive LPs) and, more companies which do not hold a majority of their asset company in November 2016, retaining around 47 per its portfolio company, Boardriders Inc); and commonly, a partial realisation being made to delay the exit. value in Australian land or mining assets (as was cent of the equity. Pacific Equity Partners fully exited Link • the proposed acquisition of Lifehealthcare by Pacific This is achieved by undertaking a refinancing, followed by the concluded in the 2018 RCF judgment), it is welcome Group via an IPO in 2015, selling its stake alongside other confirmation that treaty eligible investors should not Equity Partners, four years after the business was listed sell‑down of a minority stake to a strategic co‑investor (typically, shareholders during the year. That said, our view is that be subject to Australian tax on exit, even if they invest by private equity firm Crescent Capital Partners. one or more LPs). the preference for eschewing the IPO path is not specific via a Cayman Islands LP. This is consistent with the In connection with these transactions, we expect to private equity, and most likely reflects the continued Commissioner's view in a public ruling (TD 2011/25). misalignment in price expectations between investors warranty & indemnity insurance (W&I insurance) to BRAND CHANGING HANDS However, the conclusion that a LP is not a 'taxable and sponsors, and the strong appetite for high‑quality become increasingly popular, as sponsors try to replicate entity' under Australian law is unlikely to be the last assets of both strategic buyers and cashed‑up financial private M&A‑style risk allocation mechanisms in public As sponsors can deliver increasingly large transactions (on their word because it is contrary to the Full Federal Court's sponsors. transactions. The inclusion of W&I insurance in public own or as part of a consortium) and activist investors have an M&A transactions means that buyers are able to seek judgment in the 2014 RCF III proceedings and ATO Given the strength and optimism surrounding the global increasing role on the international stage, corporates are not able business and operational warranties and indemnities at practice to date. This feature of the judgment will economy and low borrowing costs, it will be interesting to sit on their hands. A good example of corporates being forced the time of signing an implementation agreement, with need to be resolved to determine who is the correct to see whether financial sponsors look to monetise their into activity is the focus by corporates in the consumer sector direct recourse against the insurer in the event of a breach taxpayer to discharge an assessment of tax on a PE investments by borrowing against their investments of such warranties and/or indemnities. This is a welcome on their brand portfolios, which gives sponsors access to a new exit where, for example, the portfolio company is 'land to pay themselves dividends (known as ‘dividend development from our perspective and has the potential stream of primary buy‑outs. rich' or there are limited partners in the LP which are recapitalisations’). Dividend recapitalisations were a to make take‑privates more attractive to financial not resident in a treaty country. Based on the fact that prominent feature of the pre‑GFC private equity boom sponsors. Oaktree’s proposed acquisition of Billabong past tax assessments have been raised against LPs (and and we are seeing signs of this exit pathway returning, TAKING ADVANTAGE OF UNCERTAINTY and PEP’s proposed acquisition of Lifehealthcare, both via presumably paid by the GP) in these circumstances, on the back of increased demand for riskier forms of this feature of the judgment means that we are likely scheme of arrangement in 2018, are the most recent take‑ Special situations funds have been raised by many leading corporate debt. to witness a return to the court room for further private transactions to have incorporated W&I insurance sponsors, who will look to play on the uncertainty facing Europe proceedings in 2018. – Allens advised on both of these deals. and, particularly, the UK. A good example of a sector that is likely to play well to such funds is the UK retail sector, which is facing a challenging macro‑economic environment; insolvencies are on the rise! 6 7 ACTIVITY IN FUNDRAISING INVESTMENT DIVESTMENT 2017AUSTRALIA 1. 2. 3.

M&A DEAL VALUE AND VOLUME SOURCES OF NEW PRIVATE EQUITY AND INVESTMENTS BY FISCAL YEAR DIVESTMENT BY EXIT ROUTES VENTURE CAPITAL COMMITMENTS The HIGHEST M&A DEAL volume recorded since FY01. 75% of new commitments came Total private equity Number of companies from INSIDE AUSTRALIA in FY17. investment grew by 1% exited by private equity to A$3.38bn in FY17. and venture capital FELL AGAIN in FY17 to 37 (down from 42 in FY16). 513 470 530 deals deals deals

2% A$3.33bn A$3.38bn A$105.8bn 15% A$3.12bn Other A$93.6bn 5 Divestment 4% by trade A$87.7bn sale 9 Sale to 75% financial sponsor or institution 3 FUNDS RAISED BY FISCAL YEAR Divestment by write‑off Private equity fundraising 2 Divestment remained STABLE in FY17. Sale of equity on float A$2.55bn post‑floatation (IPO)

FY15 FY16 FY17 3 4 A$2.17bn A$2.03bn

FY15 FY16 FY17 However, the number of companies Total private equity invested in FELL again in FY17 (by divestments 26 35%), highlighting the continuing Record breaking year with trend towards FEWER, but deal value INCREASING LARGER VALUE DEALS. by 20.6%.

Source: MergerMarket, Regional Overview (Australia) Trend Report, FY17 FY15 FY16 FY17 Source: AVCAL 2017 Yearbook 8 9 Our deals in 2017/2018 Contacts Sponsors

SPONSORS & LPs VENDORS FINANCIERS Tom Story Mark Malinas Alex Woodward Emin Altiparmak Partner – Co Head of Partner – Co Head of Partner – Co Head of Partner – Sponsors Private Equity Private Equity Financial Sponsors T +61 3 9613 8510 Pacific Equity Partners – advised on the proposed Vocus Group – advised on its Novotech – advised the unitranche T +61 2 9230 4812 T +61 3 9613 8485 T +44 77958 27550 M +61 417 995 445 acquisition of ASX listed LifeHealthcare Limited by response to separate $3.3 billion lenders on the financing of TPG’s M +61 404 024 526 M +61 409 389 789 M +44 77958 27550 [email protected] scheme of arrangement. proposals from KKR and Affinity acquisition of biotech research [email protected] [email protected] [email protected] Equity Partners to acquire 100% of firm, Novotech. The Real Pet Food Company – advised one of the shares in Vocus. the leading members on the New Hope‑led Icon Cancer Care – advised consortium on the acquisition of The Real Pet Billabong – advised on the sale Goldman Sachs Australia Services Food Company from Quadrant Private Equity. of Billabong to Boardriders Pty Ltd and Credit Suisse as Advent International – advised on its acquisition (controlled by funds managed by lenders to Goldman Sachs PIA, QIC of Australian taps and water systems business Oaktree Capital Management) by Private Equity and Pagoda on their Vijay Cugati Noah Obradovic Apoorva Suryaprakash Jonathan Hoe Zip Industries (via its portfolio company, Culligan way of scheme or arrangement. acquisition of Icon Cancer Care. Partner – Sponsors Senior Associate – Sponsors T Senior Associate – Sponsors Senior Associate – Sponsors International). T +61 2 9230 4940 +61 3 9613 8815 T +61 2 9230 4402 T +61 3 9613 8151 Timezone – advised the Steinberg Hygain – advised ANZ and M +61 420 856 996 M +61 451 230 567 M +61 466 587 885 M +61 451 231 364 Bain Capital – advised on its acquisition of Camp Family and related entities in Westpac on the financing of [email protected] [email protected] [email protected] [email protected] Australia, an Australia based outside of school connection with Quadrant Private Adamantem’s acquisition of hours care business. Equity’s investment in Timezone premium Australian horse feed Pacific Equity Partners – advised in relation to the Family Entertainment Centres. producer Hygain Holdings. acquisition of Allied Mills, one of the country’s Finance largest manufacturers and distributors of flour James Frizelle’s Automotive Fitness First – advised ANZ and the and bakery pre mixes. Group – advised the shareholders syndicate of lenders in relation to of James Frizelle’s Automotive Quadrant’s acquisition of Fitness Pacific Equity Partners – advised in relation to the Group on the combination of that First, Goodlife, Jetts Australia acquisition of ASX listed Patties Foods Limited, an business with the Peter Warren and New Zealand operations and Australian manufacturer, supplier and marketer Automotive Group in partnership further fitness and lifestyle bolt on Jo Folan Tom Highnam Mark Kidston Warwick Newell of branded frozen savoury, dessert and fruit with Quadrant Private Equity. acquisitions. Partner – Finance Partner – Finance Partner – Finance Partner – Finance products. T +61 2 9230 4625 T +61 2 9230 4009 T +61 2 9230 4419 T +61 3 9613 8915 Australian Venue Co. (formerly Dixon Hospitality Australian Venue Co. (formerly Craveable Brands – advised TLB M +61 410 096 302 M +61 414 223 173 M +61 405 135 419 M +61 420 936 872 and a portfolio company of KKR) – advised on Dixon Hospitality) – advised the lenders on the refinancing of [email protected] [email protected] [email protected] [email protected] numerous bolt‑on acquisitions, including The shareholders on the sale to KKR. Archer Capital owned fast food Publican Group and Shenannigans Irish Pub. franchisor, Craveable Brands. EBOS Group Limited – advised The Future Fund Board of Guardians – advised Other specialists in relation to its acquisition of iNova – advised both the bank Australia’s sovereign wealth fund on numerous HPS, which is Australia’s largest lender group and the unitranche private equity co‑investments across a range of provider of outsourced pharmacy lender group on the acquisition by sectors. services and owned by Blue Sky PEP and Carlyle of iNova. QAF – advised on the strategic review of its Private Equity. primary production business (Rivalea) in Australia Zip IPO – advised ANZ and CBA on Tim Stewart Rita Pang Julian Donnan Martin Fry and proposed IPO and ASX listing. debt facilities for the proposed Zip Partner – Finance Managing Associate – Finance Partner – Co‑head of ECM Partner – Tax IPO. Patties Foods – advised Pacific Equity Partners T +61 2 9230 4109 T +61 2 9230 5836 T +61 2 9230 4113 T +61 3 9613 8610 M +61 421 150 601 M +61 411 760 968 M +61 420 928 181 M +61 413 052 902 portfolio company Patties Foods, on the NGA Human Resources – advised [email protected] [email protected] [email protected] [email protected] acquisition of New Zealand based food business National Australia Bank on the Leader Foods. financing of Ascender’s acquisition Patties Foods – advised on the acquisition of NGA Human Resources. of South Australian meal solutions business Australian Wholefoods. First State Super – advised on the acquisition of a majority shareholding in Oak Tree Group from Craig Milner Penny Nikoloudis Geoff Sanders Addison Ma Blue Sky Private Equity. Partner – Tax Partner – Corporate Partner – Funds Senior Associate – ECM T +61 2 9230 4063 T +61 3 9613 8816 T +61 3 9613 8673 T +61 2 9230 4425 M +61 407 839 274 M +61 421 618 154 M +61 410 096 472 M +61 405 302 877 [email protected] [email protected] [email protected] [email protected] u 10 11 www.allens.com.au

Allens is an independent partnership operating in alliance with Linklaters LLP. 17202D