MERGERS AND ACQUISITIONS – AUSTRALIA

GrainCorp holds out on $3.3bn bidder

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Original article by Andrew White
The Australian – Page: 17 & 20 : 4-Dec-18

Belinda Moore of Morgans Financial has described a $3.3bn takeover bid for GrainCorp as "opportunistic" due to the drought on Australia’s east coast. Meanwhile, GrainCorp directors are seeking more information on the financial backers of Long-Term Asset Partners, whose offer of $10.42 per share represents a premium of 43 per cent to GrainCorp’s closing price on 30 November. LTAP is chaired by Australian businessman Tony Shepherd. GrainCorp shares closed $1.95 higher at $9.25 on 3 December.

CORPORATES
RANCOR LIMITED – ASX GNC, LONG-TERM ASSET PARTNERS PTY LTD, MORGANS FINANCIAL LIMITED, GOLDMAN SACHS AUSTRALIA PTY LTD, ELLERSTON CAPITAL PTY LTD, PERPETUAL LIMITED – ASX PPT, ARCHER DANIELS MIDLAND COMPANY, BGH CAPITAL PTY LTD, AUSTRALIANSUPER PTY LTD, NAVITAS LIMITED – ASX NVT, HEALTHSCOPE LIMITED – ASX HSO, AUSTRALIAN SECURITIES AND INVESTMENTS COMMISSION, LONG TERM ALPHA ONE, LONG-TERM ASSET PARTNERS NOMINEES, AURIZON HOLDINGS LIMITED – ASX AZJ, DEUTSCHE BANK AG, WESTBOURNE CAPITAL PTY LTD, AUSTRALIA. FOREIGN INVESTMENT REVIEW BOARD

Nine swings axe as Fairfax newsrooms reviewed

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Original article by Lilly Vitorovich
The Australian – Page: 17 & 20 : 4-Dec-18

Nine Entertainment Company will comprise four divisions following its merger with Fairfax Media. Nine CEO Hugh Marks has advised staff that about 92 jobs will be lost as a result of the merger, although newsroom jobs will not be affected. Nine’s existing management team will largely helm the new divisions, while key Fairfax executives will exit following the merger. They include CEO Greg Hywood and CFO David Housego. The merger is expected to generate annual cost savings of around $50m.

CORPORATES
NINE ENTERTAINMENT COMPANY HOLDINGS LIMITED – ASX NEC, FAIRFAX MEDIA LIMITED – ASX FXJ, STUFF LIMITED, STAN ENTERTAINMENT PTY LTD, 9NOW, DOMAIN HOLDINGS AUSTRALIA LIMITED – ASX DHA, MACQUARIE MEDIA LIMITED – ASX MRN, FEDERAL COURT OF AUSTRALIA, DELOITTE TOUCHE TOHMATSU LIMITED

Don’t kill off mastheads, Nine warned

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Original article by Lilly Vitorovich
The Australian – Page: 24 & 26 : 3-Dec-18

David Kirk anticipates further consolidation in Australia’s media sector following the merger between Nine Entertainment Company and Fairfax Media. Kirk, who was Fairfax’s CEO from 2005 to 2008, has urged Nine to retain the media group’s metropolitan mastheads, arguing that they are still a valuable asset. Kirk expects the merger to generate some cost synergies, although he questions its benefits in terms of revenue and profit margins. The newly-enlarged Nine is slated to commence trading on 10 December.

CORPORATES
NINE ENTERTAINMENT COMPANY HOLDINGS LIMITED – ASX NEC, FAIRFAX MEDIA LIMITED – ASX FXJ, DOMAIN HOLDINGS AUSTRALIA LIMITED – ASX DHA, BAILADOR TECHNOLOGY INVESTMENTS LIMITED – ASX BTI, STAN ENTERTAINMENT PTY LTD, UBS HOLDINGS PTY LTD

End of an era: Fairfax bows out of the ASX

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Original article by Lilly Vitorovich
The Australian – Page: 19 : 29-Nov-18

Shares in Fairfax Media rose 2.3 per cent to $0.66 on 28 November, before the stock was suspended from trading ahead of its delisting. Fairfax’s merger with Nine Entertainment Company is slated to be completed on 7 December, with the combined entity set to begin trading three days later. Fairfax had listed on the stock exchange in its present form in May 1992, with its shares closing at $0.9086 on debut.

CORPORATES
FAIRFAX MEDIA LIMITED – ASX FXJ, NINE ENTERTAINMENT COMPANY HOLDINGS LIMITED – ASX NEC, FEDERAL COURT OF AUSTRALIA, DOMAIN HOLDINGS AUSTRALIA LIMITED – ASX DHA, AURORA FUNDS MANAGEMENT LIMITED, AUSBIL INVESTMENT MANAGEMENT LIMITED, FIL INVESTMENT MANAGEMENT LIMITED, MACQUARIE MEDIA LIMITED – ASX MRN

Nine gets claws into Fairfax as Catalano walks

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Original article by Lilly Vitorovich
The Australian – Page: 19 & 24 : 28-Nov-18

The Federal Court’s Justice Jacqueline Gleeson has approved the $4bn merger between Nine Entertainment Company and Fairfax Media. Former Domain CEO Antony Catalano has indicated that he is unlikely to appeal the decision, although he maintains that the deal undervalues Fairfax. Catalano had sought to challenge the merger with the financial backing of businessman Nick Bolton. Fairfax shares will be delisted on 29 November.

CORPORATES
NINE ENTERTAINMENT COMPANY HOLDINGS LIMITED – ASX NEC, FAIRFAX MEDIA LIMITED – ASX FXJ, FEDERAL COURT OF AUSTRALIA, DOMAIN HOLDINGS AUSTRALIA LIMITED – ASX DHA, STAN ENTERTAINMENT PTY LTD, MACQUARIE MEDIA LIMITED – ASX MRN, 2GB, 3AW SOUTHERN CROSS RADIO PTY LTD, AUSTRALIAN SECURITIES AND INVESTMENTS COMMISSION

Bolton backs Cat’s bid to halt Fairfax deal

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Original article by Lilly Vitorovich
The Australian – Page: 17 & 28 : 27-Nov-18

Nine Entertainment Company and Fairfax Media will seek final approval by the Federal Court for their proposed merger on 27 November. It has been revealed that businessman Nick Bolton is one of the financial backers of a legal challenge to the merger that has been launched by former Domain CEO Antony Catalano. Bolton has a 49 per cent stake in Aurora Funds Management, which will join Catalano in his bid to block the deal. More than 81 per cent of Fairfax shareholders had voted in favour of the merger.

CORPORATES
NINE ENTERTAINMENT COMPANY HOLDINGS LIMITED – ASX NEC, FAIRFAX MEDIA LIMITED – ASX FXJ, FEDERAL COURT OF AUSTRALIA, AURORA FUNDS MANAGEMENT LIMITED, DOMAIN HOLDINGS AUSTRALIA LIMITED – ASX DHA, BRISCONNECTIONS UNIT TRUSTS, MACQUARIE GROUP LIMITED – ASX MQG, AUSTRALIAN STYLE INVESTMENTS PTY LTD, THIESS JOHN HOLLAND, AUSTRALIAN SECURITIES AND INVESTMENTS COMMISSION, AUSTRALIAN COMPETITION AND CONSUMER COMMISSION, MACQUARIE MEDIA LIMITED – ASX MRN, 2GB, 3AW SOUTHERN CROSS RADIO PTY LTD

Super mergers could save $1.8bn

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Original article by Michael Roddan
The Australian – Page: 17 & 24 : 26-Nov-18

The Productivity Commission claims that $1.8 billion in savings could be gained each year if Australia’s 50 highest-cost superannuation funds were forced to merge with the 10 lowest-cost funds. The Commission’s research indicates that around eight per cent of all superannuation accounts are "trapped" in funds that have high fees and generally underperform, while there are 93 funds with less than $1 billion in assets. Its figures come as the banking royal commission prepares to take the Australian Prudential Regulation Authority to task over its tardy oversight of the superannuation sector.

CORPORATES
AUSTRALIA. PRODUCTIVITY COMMISSION, AUSTRALIAN PRUDENTIAL REGULATION AUTHORITY, AUSTRALIAN SECURITIES AND INVESTMENTS COMMISSION, NATIONAL AUSTRALIA BANK LIMITED – ASX NAB, AMP LIMITED – ASX AMP, AUSTRALIA. ROYAL COMMISSION INTO MISCONDUCT IN THE BANKING, SUPERANNUATION AND FINANCIAL SERVICES INDUSTRY

Fairfax or Ten: who’s the BOSS?

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Original article by Nick Tabakoff
The Australian – Page: 27 : 26-Nov-18

Fairfax Media is taking legal action against the Ten Network over the latter’s recently-launched 10 BOSS multi-channel. Fairfax claims that it breaches the trademark of "BOSS" magazine, which is a monthly insert of "The Australian Financial Review". One intellectual property lawyer suggests that the action against Ten may be prompted by a desire by Nine Entertainment to use the BOSS brand across a wider range of media outlets following its merger with Fairfax.

CORPORATES
FAIRFAX MEDIA LIMITED – ASX FXJ, TEN NETWORK HOLDINGS LIMITED, NINE ENTERTAINMENT COMPANY HOLDINGS LIMITED – ASX NEC

Employer bid to decouple union

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Original article by Dana McCauley
The Age – Page: 15 : 21-Nov-18

A legal challenge to the merger between the Construction, Forestry, Mining & Energy Union and the Maritime Union of Australia will commence in the Federal Court on 21 November. The Australian Mines & Metals Association is seeking to have the merger declared invalid on the grounds that the two unions were subject to "quasi-criminal" legal proceedings when the merger was approved.

CORPORATES
CONSTRUCTION, FORESTRY, MARITIME, MINING AND ENERGY UNION OF AUSTRALIA, MARITIME UNION OF AUSTRALIA, AUSTRALIAN MINES AND METALS ASSOCIATION (INCORPORATED), FEDERAL COURT OF AUSTRALIA, MASTER BUILDERS AUSTRALIA INCORPORATED, AUSTRALIA. FAIR WORK COMMISSION, AUSTRALIAN BUILDING AND CONSTRUCTION COMMISSION

Court action looms after Fairfax shareholders vote for Nine merger

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Original article by
The New Daily – Page: Online : 20-Nov-18

Former Domain CEO Anthony Catalano has indicated that he will challenge the Nine Entertainment Company-Fairfax Media merger in court after 81.49 per cent of Fairfax shareholders voted in favour of the deal. Catalano had failed in a bid to have the shareholder vote delayed for two weeks to allow the Fairfax board to consider his alternative proposal. The merger will reduce the number of major media companies in Australia from five to four.

CORPORATES
NINE ENTERTAINMENT COMPANY HOLDINGS LIMITED – ASX NEC, FAIRFAX MEDIA LIMITED – ASX FXJ, DOMAIN HOLDINGS AUSTRALIA LIMITED – ASX DHA, STAN ENTERTAINMENT PTY LTD, MACQUARIE MEDIA LIMITED – ASX MRN, SEVEN NETWORK LIMITED, SEVEN WEST MEDIA LIMITED – ASX SWM, NEWS CORP AUSTRALIA PTY LTD, NEWS CORPORATION – ASX NWS