Expertise

M&A, disposals, demergers, buyouts and exits

We have a proven record of advising clients on all forms of corporate transactions including mergers, demergers, acquisitions, equity investments, takeovers, restructurings and all forms of value realisation, be it through buyouts, sell downs, trade sales or divestments.

Our experience in this area includes advising the senior management of Kiwi Steel and Flotech on their respective management buyouts, advising Triodent Holdings and its major shareholder on the sale of its international dental matrix business to Dentsply International, a US multinational listed on the NASDAQ, and advising Finzsoft Solutions, an NZX listed company, in relation to a series of takeovers.

Joint ventures, partnerships, and shareholder arrangements

We specialise in formalising commercial relationships between our clients and their partners, whether or not through the formation of a joint venture, limited liability partnership, contractual collaboration or a more traditional shareholders’ agreement.

Examples of our experience in this area include advising on the formation of a sheep dairying joint venture between SLC Ventures LP and Landcorp, and advising China’s Tencent (the owner of WeChat) on its acquisition and shareholder arrangements in relation to a strategic stake in New Zealand gaming company, Rocketwerkz.

Commercial and business advisory governance

We provide a wide range of corporate commercial and general advisory services to clients across industries such as manufacturing and distribution, property investment and development, retail, healthcare, aged care, primary industries, information technology and telecommunications.

Examples of our experience in this area include advising boards of financially challenged companies on their obligations as directors, advising on complex contractual interpretation issues, and structuring of commercial arrangements. We also provide out-sourced in–house counsel and advisory board services.

Funds structuring, management and investments

We advise on all legal and regulatory matters relating to fund establishments, drafting and negotiating of fund investments, funds-related regulatory developments and corporate transactions and asset acquisitions made by funds.

The types of funds we are involved with include seed and early stage, venture capital and private equity funds, as well as property investment and mezzanine lending funds.

As an example of our recent work, we advised on the establishment of the Global From Day One Fund II, a New Zealand-Taiwan early stage co-fund.

Early stage and high growth companies

We regularly advise both investors and investee companies in early stage and high-growth sectors on investment into those investee companies. We also advise investee companies on their commercial arrangements, including licensing and distribution arrangements, strategic partnerships, overseas expansion, ESOPS, and general commercial strategy. We regularly advise companies in the software, IT, virtual reality, materials and hard tech, commercialisation of science, agri-tech and mobile application sectors.

Restructuring, turnarounds and insolvency

We regularly advise on a wide range of corporate restructurings and distressed business and asset sales, receiverships and liquidations.

Examples of experience in this area include advising the receiver of a large plastics manufacturing business, advising management on an MBO of a distressed global engineering firm, liquidation of a national fashion retail chain, and advising on the New Zealand aspects of the administration and liquidation of Malaysian Airline System Berhad Ltd.

Technology, media and intellectual property

We act on a wide range of legal matters in the technology space, including government procurement contracts, data security and privacy issues, infrastructure and software as a service, software licensing mobile network operator agreements, and e-commerce and online terms and conditions.

Significant clients we act for include Revera, a subsidiary of Spark Digital, a big data analytics company, a media joint venture with NZME, an ISP, and various companies on their technology and intellectual property issues.

Financial Markets and regulation

We advise on regulatory compliance matters, including public securities offerings, Listing Rules and Takeovers Code compliance, as well as financial markets and financial services regulation.

Some of our recent experience in this area includes advising a newly-formed investment company on preparation and registration of its Product Disclosure Statement, dealing with the NZ Financial Markets Authority on all forms of securities offerings, and a start-up investment bank on its regulatory compliance obligations.

Foreign direct investment

We advise on all forms of investment into New Zealand by overseas based entities and individuals, including helping them to navigate, when required, applications for consent granted to the New Zealand Overseas Investment Office.

Examples of our experience in this area include China Resources Ng Fung on its acquisition of a stake in New Zealand King Salmon, BlueSky Samoa on the establishment of its NZ retail mobile business, and acting for a Hong Kong conglomerate on its acquisition of an Auckland dairy processing and packaging plant from Danone.

background background

Commercial litigation

We act for a range of well-known clients in complex commercial litigation, and are regularly instructed on matters in the High Court, Court of Appeal and Supreme Court. Where appropriate, we partner with senior barristers with specialist knowledge to ensure our clients have the right team to best advance their case.

Our experience in this area includes acting for Kim Dotcom in claims against the Police and the GCSB, acting for a publishing company in a breach of contract claim (Trends Publishing International Ltd v Callaghan Innovation), and acting for a client in a major shareholder dispute (Greymouth Holdings Ltd v Jet Trustees Ltd and Sturgess v Dunphy).

Arbitration and mediation

We have lengthy experience assisting clients in a range of alternative dispute resolution forums, including arbitration and mediation.
We have represented clients in numerous arbitrations of commercial and insurance matters, including an arbitration of a substantial dispute involving a ‘take or pay’ electricity supply contract which was ultimately resolved by mediation.

Competition, consumer and regulatory law

We specialise in dealing with competition, consumer and regulatory law matters, from advisory work and first dealings with regulators (such as the Serious Fraud Office, Financial Markets Authority, Commerce Commission or the Ministry of Primary Industries) through to resolution of any court proceedings.

Examples of our experience include assisting a real estate company to resolve price fixing claims by the Commerce Commission, assisting a listed company to resolve an investigation by the Serious Fraud Office, and assisting various companies and directors to resolve investigations by the Financial Markets Authority.

Property and construction disputes

We have special expertise in dealing with complex property and construction disputes, including large scale multi-party litigation, construction contract disputes and residential property development disputes.

Examples of our recent experience include acting for a large group of foreign investors seeking to recover their deposits after cancelling their sale agreements through the High Court, Court of Appeal and Supreme Court (Sun v Peninsula Road Ltd (In rec & liq)) and a high profile relationship property dispute involving complex trust law issues (Clayton v Clayton).

Telecommunications, media and technology law

We have extensive experience in all aspects of telecommunications, media and technology law, ranging from public policy development through to litigation.

Examples of our experience include assisting a telecommunications company in relation to the future regulation of copper products, and acting on a very large intellectual property dispute over a failure to deliver new customer relationship management software.

Insolvency and recovery

We advise on all aspects of disputes relating to insolvency, liquidation, receiverships and corporate rescue. We also advise clients on routine debt recovery and enforcement in the District and High Courts and enforcing securities.

An example of our experience in this area is acting for a company defending a challenge to a creditors’ compromise under s 232(3) of the Companies Act 1993.

Public law, policy and judicial review

We advise clients on all aspects of public law including litigation, commissions of inquiry, judicial review, and liaising with government departments and parliamentary processes regarding legislative development and advising on implementation.

Examples of our experience include advising on plain packaging of tobacco products, advising on the Royal Commission into the Pike River tragedy, and acting for Kim Dotcom in numerous judicial review proceedings.

International law

We have experience advising on complex international law matters, including negotiating free trade agreements, sanctions and export controls, anti-dumping, phytosanitary and biosecurity issues, foreign bribery and corruption.

Examples of our experience in this area include advising on dealings with Iran and North Korea, possible claims under bilateral investment treaties, and seeking judicial review of a refusal to admit a particular cargo to New Zealand.

background background

Commercial property, leasing and development

We have a proven record of advising clients on all forms of corporate property transactions, including acquisitions and disposal and design, build and leasing from both landlord and tenant perspectives.

Examples of our experience in this area include acting for Southside Group Holdings Limited on a commercial office building acquisition, acting for Turners & Growers Limited on a variety of leasing matters, subdivisions and property sales and advising Hewlett-Packard New Zealand on design-build-lease of a data centre and a printing and mailing facility.

Residential property development

We specialise in advising clients on all forms of residential property development, including acquisitions, financing, design and construction, sales, subdivisions and disposal.

Examples of our experience in this area include acting for Creating Communities in relation to the Northern Glen Innes Development, acting for Meadowbank Developments Limited on an apartment development in Meadowbank, and acting for developers of Scott Point, Hobsonville.

Construction

We provide clients with advice on all aspects of construction transactions, including procurement, contracting, claims, statutes and regulations, and consultant contracts. We are familiar with both local and international forms of contract.

Examples of our experience in this area include acting for Waterfront Auckland in relation to the development of the Wynyard Quarter and Queens Wharf, acting for LSG Sky Chefs (a subsidiary of Deutsche Lufthansa AG) in relation to new flight kitchen facilities at Auckland Airport, and advising SPX Flow Technology New Zealand Limited on a multimillion dollar milk processing plant.

Hotel management, leasing and development

We have a proven record of advising clients on all aspects of hotel transactions, including acquisition and disposal, financing, management agreements and management leases.

Recent examples of our experience in this area include acting for Hind Properties Limited (Sudima Hotels) on the redevelopment of its Christchurch hotel, GSTAAD NZ Limited in relation to hotel management lease and purchase of the Travelodge, Wellington, advising on a hotel management agreements with Hilton International and AccorHotels.

Property finance

We have a proven record of advising clients on all aspects of property finance, including a variety of loan agreements, guarantees, and security arrangements.

Recent examples of our experience in this area include acting for Creating Communities Limited on several multi-million dollar development facilities and Compton Properties Limited on a facility for purchasing the Cospak factory, East Tamaki.

Mortgagee enforcement

We have a proven record of advising clients on all aspects of mortgagee enforcement, including debt recovery, mortgagee sales, and mortgagee possession.

Recent examples of our experience in this area include acting for an Australasian speciality financial services company on numerous mortgagee sales.

Infastructure

We have advised clients on construction and land issues associated with infrastructure development.

Examples of our experience in this area include acting for Ports of Auckland Limited on strategy and structuring for the implementation of the separation of the port property businesses of the Port company from its non-port operating businesses, advising a New Zealand road authority on construction matters, and advising a national New Zealand energy company on commercial agreements and land issues in connection with its geothermal developments, electricity generation and networks.

Forestry and mining

We have a proven record of advising clients on land issues with respect to forestry and mining, including forestry licences and rights, carbon tax, mineral legislation and mining permits.

Examples of our experience in this area include advising a landowner with respect to forestry rights held by Marubeni Corporation, advising a New Zealand paper manufacturer on sale of forestry blocks to an international pension fund and a New Zealand national corporation on aggregate mining.

background background