SG Fleet Group’s Acquisition of LeasePlan ANZ

G+T, working alongside Simpson Grierson, Russell McVeagh and Clayton Utz, advised ASX-listed SG Fleet Group on its acquisition of LeasePlan ANZ, a leading provider of fleet management and leasing services in Australia and New Zealand, from the global LeasePlan Corporation, for a combination of cash and SG Fleet shares.

LeasePlan Corporation and ASX-listed SG Fleet Group Ltd signed a Sale and Purchase Agreement (SPA) via which LeasePlan Corporation will divest 100% of its shares in LeasePlan Australia Ltd and LeasePlan New Zealand Ltd to SG Fleet.

As part of the transaction, SG Fleet will enter into an international alliance with LeasePlan Corporation covering international customer and business opportunity referrals.

The deal was agreed upon for a A$273 million cash consideration and 13 per cent, or A$114 million, equity interest in SG Fleet. SG will be raising funds to settle the cash part of the transaction, and involve Super Group (South-Africa) who will most probably remain SG Fleet’s largest investor.

SG Fleet would fund the cash component with AU$175 million of new debt and AU$86.3 million from the proceeds of the issue of 35.2 million new shares in SG Fleet at AU$2.45 per share, and by using existing cash of AU$11.7 million. 

The deal will create for SG Fleet a highly compelling fleet management and leasing offering in a dynamic market across Australia and New Zealand, and international opportunities with the alliance arrangement.  

The transaction is expected to close later this year.    

The G+T team was led by Corporate Advisory partner and co-head of the Corporate Advisory group, Costas Condoleon (Picture), together with Corporate Advisory partner Kevin Ko and lawyers Wes Bainbridge, Syavie Ghamry, Rebecca Ching and Arda Reznikas. Partner Adam D’Andreti led the capital raising with support from lawyers Xavier Keary and Kevin Zhou. Partner Elizabeth Avery and lawyer Haidee Leung are advising on regulatory matters and partner Andrew Hii and lawyer Meaghan Powell advised on transitional services.

The Simpson Grierson team included Corporate partners Michael Pollard and James Hawes. 

The Russell McVeagh team was led by partner Deemple Budhia (Finance) and Fred Ward (Tax), along with Jemma Milicich, Simon Mackley, Jesse Fairley and Richelle Go Ocao (Finance) as well as others throughout the firm. 

The Clayton Utz team included Banking and Financial Services partners Alex Schlosser, Sonia Goumenis and Steven Klimt, special counsel Kathryn Mitchell, senior associate Mark Chahine, and lawyers Charles Leu and Kevin Ong, as well as members of Taxation team, in particular, special counsel Louisa Wu and senior associate Kelvin Ng.  


Involved fees earner: Mark Chahine – Clayton Utz; Sonia Goumenis – Clayton Utz; Steven Klimt – Clayton Utz; Charles Leu – Clayton Utz; Kathryn Mitchell – Clayton Utz; Kelvin Ng – Clayton Utz; Kevin Ong – Clayton Utz; Alexander Schlosser – Clayton Utz; Louisa Wu – Clayton Utz; Elizabeth Avery – Gilbert + Tobin; Wes Bainbridge – Gilbert + Tobin; Rebecca Ching – Gilbert + Tobin; Costas Condoleon – Gilbert + Tobin; Adam D’Andreti – Gilbert + Tobin; Syavie Ghamry – Gilbert + Tobin; Andrew Hii – Gilbert + Tobin; Xavier Kear – Gilbert + Tobin; Kevin Ko – Gilbert + Tobin; Haidee Leung – Gilbert + Tobin; Meaghan Powell – Gilbert + Tobin; Arda Reznikas – Gilbert + Tobin; Kevin Zhou – Gilbert + Tobin; Deemple Budhia – Russell McVeagh; Jesse Fairley – Russell McVeagh; Simon Mackley – Russell McVeagh; Jemma Milicich – Russell McVeagh; Fred Ward – Russell McVeagh; James Hawes – Simpson Grierson; Michael Pollard – Simpson Grierson;

Law Firms: Clayton Utz; Gilbert + Tobin; Russell McVeagh; Simpson Grierson;

Clients: SG Fleet;

Sonia Carcano

Author: Sonia Carcano