Katherine Hammond

• on-market and off-market takeover advisor to bidder and target ASX listed and unlisted companies (including takeover defence expertise) including: Group Holdings Limited in relation to the competing offers by Vistra Group Holdings (BVI) Limited,  SS&C Solutions Pty Ltd and SS&C Technologies (SS&C) and Apex Fund Holdings Australia Pty Limited (Apex) which ultimately resulted in a successful scheme of arrangement for the $400m acquisition by Apex (2021)   
  • advising National Storage REIT (ASX: NSR) on its defence of $1.9 billion takeover bids from three competing bidders: US-listed Public Storage, Warburg Pincus and Gaw Capital Partners (2020)
  • advising National Veterinary Care Ltd (ASX: NVL) on its $251.5m scheme of arrangement for its acquisition by VetPartners NVC Pty Ltd (2020)
  • advising Sentinel Property Group in its $12.5 million off-market takeover bid, and subsequent compulsory acquisition, of Unity Pacific Group, a property funds group with stapled securities (2016)
  • advising private Chinese port operator, Landbridge Group Co Ltd on its successful off-market $180 million takeover of prominent Queensland-based ASX listed coal seam gas producer, Westside Corporation Limited.  The transaction represented the first hostile transaction carried out by a Chinese entity in Australia (2014)
  • advising Jindal Steel & Power (Australia) on its AUD $221.61 million on-market takeover offer for coal producer Gujarat NRE Coking Coal (2013)
  • advising Jindal Steel & Power (Australia) on its on-market takeover bid for Rocklands Richfield (2013)
  • advising MetroCoal Limited (now Metro Mining Limited) (ASX: MMI) on its successful acquisition of 100% Cape Alumina Limited (ASX: CBX) via  scheme of arrangement (2013 – 2014) (withdrawn), on-market takeover bid to acquire a strategic 46% interest (2014) and then off-market takeover bid (2014) to acquire the remaining shares.
• advising vendors, purchasers and target companies on private mergers and acquisitions including:
  • advising ASX listed De.Mem Limited on its acquisition via share sale of Akwa-Worx, a leading provider of water treatment facilities, for $1.96M plus up to $750,000 deferred consideration comprising cash and listed shares
  • advising the vendors on the sale of all of the issued capital in Cruise Whitsundays (Cruise) to Quadrant Private Equity. Cruise is the owner and operator of ferry operations servicing resorts in the Whitsunday Islands
  • advising Cloud9, a cloud technology software information exchange platform, and IdeaObject, healthcare information business, in a sale to Telstra Health
  • advising Arrow Energy on the acquisition of the Braemar 2 Power Station from ERM Power                                                                                
  • advising on the $28.8 million sale of resources company Volga Elderberry and its multiple tenements and subsidiaries to Malachite Resources (ASX: MAR).

advising on ASX and foreign exchange listings, initial public offerings and secondary capital raisings including:

• advising Corporate Travel Management (ASX: CTD) on its $400m underwritten capital raising (ANREO) to fund the acquisition of US business Travel & Transport
  • advising Aurelia Metals Limited (ASX: AMI) on its underwritten capital raising (ANREO) to fund the $200m acquisition of Dargues gold mine
  • advising Lazard (manager) on Peabody Energy Corporation’s 2020 debt note exchange offer in connection with its re-finance
  • advising Jumbo Interactive Limited (ASX: JIN) in the placement of 13 per cent of its shares to Tatts Group Limited for $15.66M
  • advising MetroCoal Limited (now Metro Mining Limited) (ASX: MMI) on the $24 million placement of shares to DADI Engineering Development Group
  • advising a United States investment fund on and drafting numerous equity line and convertible security agreements 
  • advising Michael Hill Jeweller (ASX: MHJ) on its 2016 restructure of the corporate group and re-domicile from New Zealand to Australia, including the transition from a primary listing on the NZX to a primary listing on the ASX (with a dual listing on the NZX)
  • advising Site Group International (ASX: SIT), which provides tertiary training in Australia and the Philippines, on its $5 million IPO and backdoor listing on the ASX
  • advising Renaissance Uranium on its $6 million IPO and ASX listing.

• trusted advisor to listed, public unlisted and private company directors, general counsel, company secretaries and financial advisors/ investment banks on a full range of corporate and commercial matters including:
  • continuous disclosure
  • insider trading
  • ASX Listing Rules and Corporations Act
  • AGMs and EGMs
  • dividend payments
  • regulatory compliance (FIRB, ASX and ASIC)
  • shareholder agreements and disputes
  • Board, head office and governance
  • incentive plans
  • crisis, brand & reputation and risk management
  • joint ventures
  • corporate structuring 
  • underwriting agreements
  • ESG, CSR, modern slavery and anti-bribery.