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M&A rebounds in 2014, especially cross border; Shareholder activists marshal forces and then the world changes …Again!

Dear friends and colleagues,

I write as uncertainty again takes hold in markets both domestically and offshore.  The wind change has been so sudden and unexpected that it’s easy to forget the more positive course for the greater part of the year.

Global M&A rebounded in 2014 making the past 12 months the most active period for deal making since the global financial crisis. Improved business confidence led to a revival in IPO volumes and demergers were also making news. Corporate Boards remained under pressure with shareholder activism emerging as a growing issue for domestically listed companies.

Australian M&A was once again dominated by cross border transactions. Whereas incoming investment in prior years has been strongly focused in the mining and resources sector, 2014 saw strong interest from foreign buyers across all sectors of the economy, with interest in soft commodities a particularly prominent emerging theme.

Hintons has had a busy year, representing clients in some of the largest and most interesting transactions for the year, including Woolworths South Africa’s acquisition of David Jones, Murray Goulburn’s contested bid for Warrnambool Cheese and Butter and CSL’s acquisition of Novartis’s global influenza business.

Our business beyond the M&A space has continued to grow, with a broad list of clients and issues. These ranged from a client’s settlement with ASIC following a regulatory investigation, to dealing with a locally-listed miner’s difficulties in the south Pacific, to litigation support for various clients and general corporate affairs support for our ongoing clients.

Shareholder activism has emerged as a reality for some of our clients. While the Australian experience is yet to achieve the high profile impact seen in the United States, domestic activity is growing in frequency and sophistication. Much of the activity to date has centred on relatively small-cap targets with pre-existing issues providing standing for an agitating group. During the year Hintons assisted Antares Energy and Karoon Gas in successful defences, having also worked with Mark Carnegie and Perpetual in their attempt to unpick the Brickworks/Soul Pattinson cross-ownership structure, which has achieved some recent court success.

In relation to personnel, we were sorry to farewell Scott Hinton, who sub-contracted to the firm for many years. We have been strengthened, however, by striking an association with Ian Howarth and his Collins Street Media team, who have joined us in the office and bring a focus on oil and gas together with broad resource sector capability; and by welcoming Michael Angwin, former head of the Australian Uranium Association and a Rio Tinto and Business Council of Australia specialist on industrial relations strategy and policy.

We are looking forward to a busy year ahead and reconnecting with old acquaintances. We wish you all a Merry Christmas and send you best wishes for a safe and prosperous new year