A cross-border team from global law firm Norton Rose Fulbright is advising China Mengniu Dairy Company Limited on its AU$1.5 billion acquisition of Bellamy's Australia Limited by way of a recommended scheme of arrangement.
China Mengniu Dairy is one of the leading manufacturers of dairy products in China and is listed on the Hong Kong Stock Exchange. Bellamy's is a globally recognised Australian organic brand business, selling organic food and infant formula products for babies and toddlers.
Mengniu and Bellamy's product and channel mix are highly complementary in the dairy industry, and Mengniu is uniquely positioned to assist Bellamy's in fully achieving its potential by leveraging its experience and resources in the organic dairy and food industry to grow and create a strong platform for Bellamy's business in Australia and China.
Bellamy's shareholders will receive a total of $13.25 cash per share, inclusive of a special dividend of $0.60 per share. This will represent a 54 per cent premium to the three-month volume weighted average price to 13 September 2019. The scheme is expected to be implemented in December 2019, subject to satisfaction of a number of conditions including the approval of Bellamy's shareholders, the Supreme Court of New South Wales and the Foreign Investment Review Board.
The Norton Rose Fulbright team was led by Sydney-based corporate M&A partner John Elliott, who was supported by associate Dean Zinn.
Mr Elliott commented:
"We are pleased to have supported China Mengniu Dairy Company on this agreement with Bellamy's Australia, which marks an important development for the Australian dairy market. The transaction involved a multi-practice team from Australian and Hong Kong, including corporate M&A, banking and finance, intellectual property, competition, dispute resolution and real estate."
In Sydney, John Elliott was supported by antitrust and competition partner Belinda Harvey and senior associate Dietrich Marquardt, who provided specialist advice on regulatory aspects of the transaction.
Norton Rose Fulbright Head of Hong Kong and corporate and M&A partner Psyche Tai commented:
"We have been proud to work with Mengniu since advising on its global offering and listing on the Hong Kong Stock Exchange in 2004, and a series of subsequent acquisitions and joint ventures over the past decade. We are delighted to support Mengniu in its ongoing strategic business expansion."
Psyche Tai led a core M&A team in Hong Kong, with counsel Rachel Chan and associate Jane Yau, assisting on Hong Kong regulatory aspects of the deal. Partner Peter Haslam advised on acquisition finance aspects of the deal, supported by counsel Vivian Lui and associate Vivian Wong.