IFLR 1000
The Guide to the World's Leading Financial Law Firms

Ashurst's banking team has been highly recommended by its clients for its friendly and attentive service. One major Australian banking client says, "Ashurst are a well-rounded top tier firm who provide excellent service," adding, "We have used a range of firms and while they are all good top level firms, Ashurst have the edge in terms of client focus."

The firm's international reach since the tie up with Blake Dawson has given the firm additional strength. Speaking of the merger, one client says: "We've never had any problems with cross-border matters and it's the same partner relationship I've been using, but it does make it more attractive now. I'd certainly think about expanding the work they handle for us."

Deals
The Ashurst team, led by Martin Coleman, advised a syndicate of banks comprising Australia's big four, Australia and New Zealand Banking Group, Commonwealth Bank of Australia, National Australia Bank and Westpac Banking Corporation in relation to Canberra Airport's A$831 million ($867 million) refinancing.

The firm acted for General Electric Capital in the A$1 billion restructuring of Worsley Cogen Power Plant Project. General Electric Capital acted as a mezzanine financier. The transaction, which involved the replacement of the engineering, procurement and construction contractor, included the provision of additional senior debt and mezzanine debt and General Electric Capital taking control of the company.

Ashurst also advised Société Générale and Perpetual in the disposal of exposure to an A$1.4 billion portfolio of residential mortgaged backed receivables. The unwinding of the dual ACE/HOMES conduit structures through the sale of the underlying portfolio of RMBS involved Société Générale disposing of multiple tranches of exposure to ensure settlement of the corresponding commercial mortgages.

Ashurst's debt team has been recommended by clients for its attentive and client-focused service as one says: "Ashurst are excellent. They have a high quality team with long-term understanding of the company's business model and relevant legal factors. They have good response times, exceptional when required. We have a long association with particular legal counsel and have observed the team's growth within Ashurst and development of additional talent when required, i.e. senior associates on early stages of our project are now responsible partners."

Partner Paul Jenkins and senior associate Stanley Mok stand out. Clients have highly recommended the pair. One from a major Australian bank says, "Paul Jenkins and Stanley Mok are professional, easily accessible, knowledgeable, timely and patient. They always return calls and emails promptly." Another client says, "Paul Jenkins is responsive, gives good advice and is experienced. The senior associate on the transaction, Stanley Mok, was excellent." They responded the same day or within 24 hours of an issue arising." Jamie Ng has also been recommended by clients for his "project finance, preference shares issues, corporate issues and subordinated debt skills."

The client went on to commend the firm's billing policy, saying: "They were excellent value for money. The actual fees have been in line with the quotes – no surprises!"

Deals
The firm acted for Fletcher Building in relation to the establishment of an Australian debt issuance program and issue of ¥10 billion ($125 million) 2.77% fixed rate notes. The inaugural private placement of Yen-denominated notes by Fletcher Building was a major funding program in Australia. The transaction involved support and advice from Australia, Japan and New Zealand.

Ashurst advised Genworth Financial Mortgage Insurance in connection with the establishment of its debt issuance program and its first A$140 million subordinated bonds under the program. The novel structure included a portion of the subordinated notes being underwritten by the lead managers.

Jamie Ng led the team advising Newcastle Coal Infrastructure Group in relation to the Newcastle Coal Infrastructure Group (NCIG) Coal Export Terminal – stage 2F's project. The complex deal involved the Hunter Infrastructure Term Redeemable Securities (HITRS) structure, a parallel issue of $353 million of partly rated subordinated term debt, and A$350 unrated subordinated perpetual instruments, known as a Hunter Infrastructure Perpetual Redeemable Securities (HIPRS) structure. This was the first note issue facilitating exposure to a portfolio of Australian coal produces in the New South Wales Hunter Valley region.

It continued to be a quiet year for capital markets, but Ashurst was able to work on many significant transactions, including IPOs, traditional and accelerated entitlement offers, placements and share purchase plans.

Working on some of the more complex deals in the market, the firm has gained a reputation for producing high quality, precise work. When speaking of Sarah Dulhunty, one client says, "We go to Ashurst really because of Sarah. She's been around the market for many years and is very well respected. She's technically good and I use her when I want considered, measured, out-of-the-ordinary advice. She's really good at keeping her eye to the detail. She did a great job."

Deals
In November 2011 the firm acted in relation to the BlueScope Steel A$600 million ($627 million) capital raising. BlueScope announced the fully underwritten 4 for 5 accelerated renouncement entitlement offer with rights trading of new BlueScope Steel shares. The Ashurst team completed the preparation of offer documents, negotiation of the underwriting agreement an, Australian Stock Exchange and Australian Securities and Investments Commission waivers, as well as due diligence, under incredibly tight deadlines, just five days before the launch.

The firm advised PrimeAg Australia in its 10 for 13 fully underwritten accelerated non-renounceable entitlement offer to raise A$125 million. PrimeAg raised the funds to finance its participation in an unlisted Agricultural Fund with the Future Fund, an Australia sovereign wealth fund. The Agricultural Fund is managed by PrimeAg and is investing in key Australian cropping properties and water entitlements.

Ashurst also acted for Energy Resources of Australia (ERA) on its accelerated renounceable entitlement offer. ERA 's A$500 million equity capital raising was fully supported by its majority shareholder, Rio Tinto. The proceeds of the were raised to fund the construction of Ranger 3 Deeps mine exploration and further exploration of the Ranger Project Area as well as other water treatment initiatives, including the construction of a Brine Concentrator which condenses and treats water and effects the impact of future heavy rainfall.

The firm has acted for many novel asset-backed securities domestic and international transactions and has a varied and deep expertise in varied securitisation structures. One client comments, "Ashurst is easy to deal with and the team is always readily accessible. It excels in meeting, or from time to time exceeding, client's demands (especially in timing)." "Overall an excellent law firm to deal with." The client went on to speak about Paul Jenkins, saying, "Nothing is impossible for Paul. He makes things happen." He has acted in a number of significant and complex securitisations."

When describing Bruce Whittaker, one peer says, "No doubt he should be at the top of the table. He's one of the foremost lawyers in this field." Whittaker was involved in one of the first publically operating lease ABS transactions in Australia.

Deals
The firm advised Perpetual Corporate Trust, as guarantor and security trustee, in relation to ANZ's covered bond program. This was Australia's first covered bond issue and included many complex issues and involved Ashurst's Australian and London offices.

Ashurst also acted in relation to the SMHL Series Private Placement Trust 2011-1 transaction. The firm acted for CBA in relation to the securitisation of a A$500 million ($522 million) portfolio of residential mortgages held by ME Bank. The transaction was one of the largest RMBS securitisations for ME Bank and CBA in 2011.

A team led by Jamie Ng meanwhile acted for BlueScope Steel in relation to the establishment of its revolving A$100 million trade receivables securitisation. The transaction was part of a major restructure of BlueScope Steel, where it sought to diversify its funding sources and debt facilities.

Ashurst suffered the loss of three of its competition partners, Stephen Ridgeway left to join King & Wood Mallesons, Ayman Guirguis moved to Corrs Chambers Westgarth and Daniel Preston joined the Herbert Smith Freehills team. Clients are still waiting to see how the remaining Ashurst competition team will cope. The firm did however bring on board partner Liza Carver from Gilbert + Tobin, her competition practice focuses on intellectual property and technology sectors.

Peter Armitage remains at Ashurst and peers agree he has, "been around a long time and has a wealth of experience". Another peer notes, "He has a great intellectual and analytical mind,"

Deals
The firm acted for Pick n Pay Retailers, the South African based parent company of Franklins, in relation to the defence of Franklins/Pick n Pay in a case brought by the ACCC (Australian Competition & Consumer Commission) to prevent Metcash from acquiring the Franklins' supermarket business from Pick n Pay. This high profile litigation was the first case by merger parties against a decision by the ACCC to oppose an acquisition under the informal merger clearance process in a number of years.

Ashurst also acted in the highly publicised acquisition of Motorola Motability by Google. The purchase involved complex and sophisticated matters relating to patent portfolios and technology standards. This area is a growing area globally and involved close cooperation with antitrust advisers in the United States.

"Ashurst highly promote complex M&A and they've had a relatively stable team," says one client, who goes on to say, "The firm's corporate practice has a lot of depth, from partnership down to associate level it has a proven quality team. Top tier quality throughout," adding, "I really enjoyed working with Ashurst."

Adding to the firm's already strong M&A team were the high profile lateral hires of Garry Besson, Phil Breden and Garry Lawler from Gilbert + Tobin. The majority of peers have agreed the strength and experience the two additional partners are likely to add to the existing practice.

Deals
The firm advised Mitsubishi in relation to the approximate A$10.6 billion ($11 billion) Hunter Valley Resources acquisition of the remaining Coal & Allied Industry shares. Hunter Valley Resources is a jointly owned bid vehicle between Rio Tinto and Mitsubishi Development.

Marie McDonald led the team advising Tronox in relation to the approximately A$3.5 billion acquisition of the mineral sands operations of Exxaro, forming the world's largest vertically integrated titanium dioxide company. The transaction involved cross-border aspects involving Australia, US and South Africa.

Ashurst also acted for ConnectEast in connection with the acquisition by Horizon Roads. Horizon Roads, an overseas pension fund, agreed to acquire 100% of the issued ConnectEast securities by way of two co-dependent trust schemes. The deal involved eight overseas pension funds and over ten parties from different jurisdictions and involved complex regulatory issues.

Ashurst has "a good depth of expertise in the resources and finance sectors," says a client. Clients have particularly pointed out the firm's ability to smoothly handle large, complex and drawn out projects and ability to staff the work appropriately. One client was appreciative of David Mason's ability to control a large and convoluted transaction, complimenting "David's ability to deal with complex issues to achieve a commercial outcome". The client goes on to say; "He had a wide understanding of corporate and financing matters, was calm in a crisis and had good negotiation skills with other legal counsel and clients."

Deals
The firm acted for Wiggins Island Coal Export Terminal (WICET) in its complex financing and development of stage 1 of the Wiggins Island coal terminal project in Gladstone, Queensland. Ashurst advised the joint venture company on its senior debt financing, which included a $2.4 billion construction facility and a A$600 million ($626 million) US and Australian dual currency of performance guarantees, working capital and contingencies.

Ashurst advised a syndicate of financiers in relation to the expansion financing of the Langer Heinrich Uranium Mine Project in Namibia. The mine is the fifth largest uranium mine in the world and operated by Paladin. The $141 million financing included a $135 project finance facility and a $6 million cost overrun facility. The cross-border transaction needed close cooperation with Namibian lawyers advising on security and local law, Mauritian legal counsel.

Demonstrating the firm's top tier place, client feedback has been overwhelmingly supportive of the restructuring and insolvency practice. "Ashurst are a well-rounded top tier firm who provide excellent service," says one client, who went on to say: "We have used a range of firms and while they are all good top level firms, Ashurst have the edge in terms of client focus." Another client adds, "Ashurst are part of my shortlist of preferred lawyers." The firm has one of the deepest restructuring and insolvency practices in Australia and several partners have been recommended by clients.

"Adrian Chai as an intellectual commitment to law, therefore you have a level of confidence that the advice is well researched and has regard to the current trends you need to be aware of," says one client who adds: "Laziness tends to creep in often at partner level (at all firms), they sometimes spread themselves too thin, but I've never had that with Adrian."

Another client commends Ray Mainsbridge, "He is very client focused, he has a very good knowledge of the law and, equally, has a very good sense of priorities." While Ross McClymont and Michael Sloan are called, "Technically very good, commercial and personable. They were always available. They have a broad team across both Melbourne and Sydney and are able to leverage that team and expertise."

Deals
The firm acted for Deloitte, as Australian administrators for MF Global Australia, in relation to the failure of MF Global's financial services operation. MF Global Finance USA filed under Chapter 11 of the US Bankruptcy code in October 2001, which led to administrators being appointed across the globe. Tony Ryan led the team advising on the case, which involved complex issues and technicalities arising out of the international aspects of the operations of the Australian entities.

Ashurst advised the senior lenders in relation to the restructuring of the Colorado Group. The restructuring was a cross-border deal, involving Australia, Japan and the USA and included several complex issues, such as an A$125 million ($130 million) debt for equity swap and detailed tax structuring advice.

Ross McClymont acted for a syndicate of banks in a landmark case to enforce securities to be repaid A$200 million loaned to Timbercorp. Timbercorp, an agribusiness, invested more than A$1 billion in a number of projects for its investors. The majority of the assets have since been sold by the liquidators of Timbercorp, which led the financiers and investors to resort to litigation to determine and quantify the rights to the resulting fund.

Ashurst's practice in India covers M&A, capital markets energy and natural resources. Richard Gubbins (London) and Justin Shmith (Australia) head the firm's M&A practice. Last year the firm advised Intelenet Global Services Private on its $13.2 million acquisition of the entire Australian listed Skilled Group, via the Serco Group.

Stuart Rubin and Anna Delgado, based in Hong Kong and London respectively, head the firm's capital markets practice.

Deals
Last year the firm advised Intelenet Global Services Private on its $13.2 million acquisition of the entire Australian listed Skilled Group, via the Serco Group.

In capital markets the firm represented the brokers, including Bank of America Merrill Lynch, Citi, HSBC, JM Financial, Morgan Stanley, and Nomura, in the follow-on public offer (FPO) of Oil and Natural Gas Corporation. The transaction amounts to a total value of $2.5 billion.

Ashurst's corporate practice counts nine partners, with well-regarded partner John McClenahan as the key figure. Recent relocations to the Tokyo office include new partners Damien Roberts from Sidney and Mark Davies from Singapore.

Deals
The team acted for Mitsubishi UFJ Trust and Banking Corporation on its formation of a strategic business and capital alliance with AMP Capital Holdings, through the former's acquisition of a 15% stake in the latter for $435 million. For private equity Mitsubishi Development, the firm acted on the joint takeover bid with Rio Tinto for the $1.8 billion acquisition of Coal & Allied Industries, a company valued at over $10 billion.

Ashurst's banking practice, led by managing partner Carl Dunton, boasts a formidable reputation throughout the region. The firm has added to its international network in the last year through a high-profile merger with Australian firm Blake Dawson in Australia and a best friends relationship with Indian firm India law partners. It also has strong capabilities in its Hong Kong, China and Japan offices.

Deals
Showcasing the firm's Indonesia expertise, partner Carl Dunton advised Bajradaya Sentranusa regarding a $330.6 million loan to refinance existing debt incurred in connection with the development and operation of the 180MW Asahan 1 hydroelectric power plant in North Sumatra. The refinancing included conventional and Islamic elements.

"We appreciate their network. We use Ashurst for transactions in Singapore, and have recently worked with their affiliates in Australia and Indonesia," says a client.

Ashurst's growing network means that it has increased its already-formidable abilities in the energy and infrastructure sector. The firm leverages upon its strong banking and project finance practices to bolster its corporate department.

Private equity clients especially praise the expertise of partner Keith McGuire for his understanding of their business. "I liked him and thought that he was a solid, all-around private equity guy," said a private equity fund client. "When in a cross-border situation, we look for a combination of familiarity with the private equity model, international experience and relevant subsector knowledge. We found his knowledge related to power, energy, logistics and infrastructure very satisfactory."

Deals
Partners Philip Thomson and Keith McGuire advised San Miguel Corporation as lead international counsel in connection with its $610 million acquisition of Esso Malaysia, ExxonMobile Malaysia and Exxonmobil Borneo. San Miguel first acquired 65% of the voting shares of Esso Malaysia, which then triggered a mandatory takeover offer in accordance with Malaysian securities law.

Ashurst has been involved in some of the region's highlight deals in the last few years, including Singapore's landmark SportsHub PPP (public-private partnership). The firm's project financing practice has also benefited from the firm's merger with leading Australian firm Blake Dawson, now renamed Ashurst and its best friends relationship with Indian firm Indian Law Partners.

Partner Matthew Bubb is one of the foremost project financing lawyers in the region. Demonstrating his acumen and growing reputation, he was nominated to Ashurst's management board in May.

Though he has increased travel and duties in his new role, Bubb wins compliments from clients for his assiduous dedication to service: "He helps us on smaller matters and big-picture issues. He's very good at leading and directing meetings and we always feel like we're making progress in our transactions," says a multilateral development bank client. "We like the way that Matt negotiates cultural differences and sensitivities and understands the ways that individuals work in different settings and cultures."