Implemented on 22 September, the deal will see the food & beverage company de-listed from the ASX and become a wholly-owned subsidiary Australasian Foods Bidco Pty Limited which is owned by funds managed or controlled by Pacific Equity Partners.
The Minter Ellison team was led by partner Bart Oude-Vrielink who was assisted by partner Alberto Colla, senior associates Michael Watts and Kelly Griffiths, special counsel Nicholas Rouse, associate Amy Hirth and graduates Elissa Young and Natasha Simonds.
Pacific Equity’s legal adviser was Allens
and their financial adviser was Citibank. Patties Foods’ financial adviser was Greenhill & Co. Australia Pty Limited. Deloitte Corporate Finance Pty Limited was tapped as independent experts advising on the deal.
"We are delighted to have advised our long-standing client Patties on this significant transaction. The stub-equity and special dividend components required us to apply specialist corporate and tax expertise to deliver a proposal that was overwhelmingly supported by shareholders,” said lead partner Oude-Vrielink.
The transaction was particularly complex as Patties shareholders were offered two alternatives – unlisted shares in Australasian Foods Holdco Pty Limited or a cash consideration for between 40%-100% of their shares, said the firm.
The unlisted scrip alternative was subject to minimum and maximum caps and potential scale back. It also required the scheme booklet to comply with prospectus disclosure requirements.
Further complexity also arose from the cash consideration being reduced by the payment of a special dividend to eligible Patties shareholders, it concluded.
Patties Foods is an Australian food manufacturing company that owns a portfolio of iconic Australian brands.
“We wish Patties every success under private equity ownership,” said Oude-Vrielink.
Minter Ellison acted for Patties Foods Limited in the firm’s sale to private equity firm Pacific Equity Partners Pty Limited for $307m.