Lend Lease Core Plus Fund’s acquisition of Australian property portfolio for consideration which included an equity component
Mallesons acted for the Lend Lease Core Plus Fund (stapled active and passive funds) in relation to the acquisition of a corporate superannuation fund property portfolio in Australia for approximately $150 million, being part cash and part equity. The deal involved the acquisition of commercial properties in Pyrmont and Greystanes, NSW and Melbourne, Victoria and the issue of stapled units in the Lend Lease Core Plus Fund. The deal was unique due to its equity issue component.
Mallesons was able to provide structuring advice and co-ordinated the cross-border property acquisitions and equity issue in two phases within a tight time frame.
We were able to provide a team with the resources and expertise to deliver the structuring, property acquisitions and equity issue in a streamlined and timely fashion.
Lead partner: Sue Kench.
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Lend Lease Real Estate Investments Limited Sale of half interest in 1 Spring Street, Melbourne
We acted for Lend Lease Real Estate Investments Limited in the sale of a 50% interest in Shell House located at 1 Spring Street Melbourne through a disposal of its units in the land owning trust. Lend Lease’s co-owner in the entity holding the interest in Shell House was Record Funds Management Limited.
The Mallesons’ team co-ordinated the successful sale of the asset within a very tight timeframe. We conducted negotiations with the purchaser on behalf of Lend Lease and managed the co-ownership arrangements so they did not interfere with a prompt completion of the sale.
Mallesons undertook all of the necessary legal steps to ensure Lend Lease was able to dispose of its interest in a timely manner without undue interference from third parties which were necessarily involved in the transaction. We provided a team that quickly appraised itself of all issues relating to the transaction and ultimately ensured that it progressed through to completion in the tight timeframe required.
Lead partner: Sue Kench.
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Firstlight Project Noosa
Following the very successful and critically acclaimed release of the Little Nell residence in Aspen, Colorado, London’s Blue Sky Capital has teamed up with Queensland developer, Don O’Rorke to acquire and demolish the existing Seahaven Resort and develop a world class apartment complex.
The site is considered to be one of the world’s iconic beach front locations. If the development proceeds, Firstlight Noosa will be the first fractional ownership structure of its kind in Australia. The freehold title to each unit to be constructed in the complex (20 in total) will be sold as eight separate fractional interests to purchasers as tenants in common in the freehold estate for each ultra high end unit. Each interest in the freehold title to a unit will entitle the owner to no less than six weeks of occupation in the same class of unit within the complex each year.
Mallesons has assisted the joint venture in all aspects of the development project. The team has undertaken the legal documentation for the structuring and creation of rights to acquire the land. Moving forward, Mallesons will be involved in the consultation period for the development application, the collapsing of the existing body corporate arrangements at the site and the amalgamation of titles, the documentation of the creation of the new scheme (including the creation of a new body corporate and owners’ association arrangements), as well as providing advice on financing, Corporations law, tax and structuring aspects of the development. Mallesons will also prepare all necessary documentation for the pre-sale contracts in compliance with the various Queensland legislative requirements.
Lead partner: David Colenso.
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BlueScope Sale
Mallesons acted for BlueScope on the sale of a long-held property in West Dapto, New South Wales. The deal was significant because of the unusual pricing and security arrangements. The documentation, an option and a contract for sale, provided for a variable purchase price (potentially up to $120 million) dependent on the developable area of the site.
Mallesons worked closely with the client in relation to the structure of the deal, and in particular the mechanism for calculation of the price. In addition, Mallesons worked with the client to ensure that the client had appropriate security arrangements in place to secure the purchaser’s obligations.
The Mallesons team used creative security mortgage arrangements to ensure there was security for compliance with the purchaser’s obligations. The Mallesons team was also involved in all aspects of the deal structuring, relevant formula for price calculation and due diligence.
Lead partner: William Whitaker.
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Australand Portfolio Sale
We currently act and have acted for Australand in relation to the disposal of a number of industrial properties across various jurisdictions in Australia from its trust portfolio. The assets are located in New South Wales, Queensland and Victoria.
The Mallesons team has to date co-ordinated the successful sale of eight of the 10 portfolio assets, with the value of those assets that have currently been sold being in the order of $81 million. In particular, we ensured the achievement of our client’s desired commercial outcome of disposing of the assets in a manner which facilitated prompt sales and streamlined documents.
Mallesons played an active role in all parts of the transaction including advising on the sale structure, stamp duty issues, negotiating the sale contracts and managing the transition of the facilities to new ownership. Mallesons was able to leverage off its extensive knowledge of the client’s business and familiarity with the properties from previous transactions to ensure that the desired outcomes were achieved in a streamlined, efficient and timely fashion.
Lead partners: William Whitaker and Andrew Norman.
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Hoxton Park
We acted for a Leighton/Mirvac joint entity that was the lessee of Hoxton Park Airport under a long-term lease from the Commonwealth and also the purchaser of the land comprising the airport under a sale agreement from the Commonwealth.
The sale agreement was entered into at the same time as the long term lease, and provided for transfer of ownership from the Commonwealth to Hoxton Park Freehold Pty Ltd on decommissioning of the airport in October 2008.
Hoxton Park Freehold Pty Ltd was keen to sign up purchasers as soon as possible, in order for the area to be developed as an industrial park.
The lease interest and deal structure means that innovative documentation and structures were required to allow the purchaser to on-sell parts of the airport land to industrial tenants prior to transfer of title from the Commonwealth.
Mallesons put into place deal documents for prospective purchasers, consisting of a lease, a put and call option and a contract. Mallesons also had to adjust these documents for international purchasers with particular tax issues, resulting in a number of variations on the pro forma documents (including conditional contracts and the like). These documents delivered an important commercial benefit to the client, as the client was able to be in receipt of the bulk of the purchase price prior to transfer of title.
The Mallesons team co-ordinated all of the processes including due diligence, negotiation, subdivision and planning advice. In particular, we were able to apply our experience in property to provide practical commercial advice to our client which enabled a series of complex transactions with purchasers to be conducted in an efficient and straightforward manner.
Lead partner: William Whitaker.
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Twenty8 Freshwater
We acted for Australand on the sale of a 50% interest in Twenty8 Freshwater Place, Melbourne. This deal represented another landmark development for Australand as a major part of its Freshwater Place development in Southbank.
Mallesons was able to achieve the client’s objective of a sale of a 50% interest in Twenty8 Freshwater Place under a complex co-ownership and development arrangement, prior to the commencement of any construction or pre-commitments being secured for the site.
Mallesons negotiated the complex documentation and put in place novel structures to address risks for all parties, including security risks, funding risks, leasing risks and income support. Mallesons was responsible for drafting all documents to implement these arrangements and co-ordinated the negotiation of the documentation with a number of parties. Mallesons continues to act on the leasing of Twenty8 Freshwater Place, which has been carried out within the income support regime agreed at the time of the sale. Twenty8 Freshwater Place is now nearly fully let.
Lead partners: William Whitaker and Simone Menz.
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Edmund Barton Building - New AFP National Headquarters
These premises are to form the new National Headquarters for the Australian Federal Police. The matter involves a major green building refurbishment of a heritage listed Harry Seidler building to ensure it is able to achieve a 4.5 star National Australian Built Environment Rating System (NABERS) energy rating. The unique security requirements of the AFP added a further dimension to negotiations.
We assisted Stockland in securing a green lease and construction commitment over the whole of this 40,000 sqm building from the AFP for a term of 15 + 5 + 5 years. On the back of the AFP lease commitment, we also acted for Stockland in the complex structured sale of the building to German fund Real I.S. for $186 million.
Mallesons’ team worked closely with Stockland development and portfolio managers and in house counsel to achieve a successful result for the client.
Lead partner: Chris Wheeler.
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Barangaroo
Mallesons acted for Brookfield Multiplex Ltd in both Phase 1 and Phase 2 of the tender process run by the NSW Government for the design and construction of Sydney’s landmark multi billion Barangaroo project to create a 22 hectare city precinct incorporating 11 hectares of public space adjacent to Sydney Harbour to be constructed in a number of stages over an eight to 10 year period.
The Barangaroo precinct has received concept planning approval from the NSW State Government for some 500,000 square metres of commercial office space with anticipated construction costs for the precinct expected to exceed $3 billion.
Mallesons’ team of specialists provided advice to Brookfield Multiplex on all aspects of the bid and the staging of the project, including the provision of advice on tax effective structuring, stamp duty, planning, environmental and compliance issues.
Mallesons also provided detailed advice and recommendations in relation to the staged subdivision of the site and the ongoing management of the precinct.
Mallesons reviewed and amended, for inclusion in the Brookfield Multiplex bid, the suite of project documents which formed part of the tender including the master Project Delivery Agreement, the ancillary documentation relating to finance and construction and the Long Term Lease and related title documentation to be granted following completion of each stage of the Precinct.
Lead partner: Stuart Dixon-Smith.
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Gold Coast Airport Redevelopment
This project involved a $100 million redevelopment of Gold Coast Airport, which is owned by Queensland Airports Limited. The redevelopment is restructuring the Airport from a dual terminal airport (a Qantas-run terminal and an Airport-run terminal servicing the other airlines) to a low-cost common user terminal which caters for the Gold Coast’s predominantly tourist market. The project is significant as it represents a number of firsts:
- The first major redevelopment of an operating airport in Australia, and
- The first new major Australian airport terminal to be purpose built for low-cost airlines.
Mallesons acted in relation to the negotiations with Qantas on the development agreement to deal with the ongoing operation of the terminal during the construction phase, and the aeronautical services agreement that applies on completion of construction. There were also a number of legacy issues relating to Qantas’ long term occupation of the terminal to be dealt with as part of the project, including the entry into a new Qantas Club lease and ensuring the concessions in the Qantas terminal were terminated or renegotiated in keeping with the program for the redevelopment works.
Mallesons assisted in documenting and finalising a complicated and novel deal which involved Qantas agreeing to surrender its sublease rights in respect of half of the terminal in return for the Airport agreeing to provide Qantas with comprehensive aeronautical services in the terminal. The redevelopment model has subsequently been applied to development arrangements with other airlines at Gold Coast Airport, and for other airports operated by Queensland Airports Limited.
The team was praised in particular for our attention to detail, availability at all hours and being consistently across all the issues throughout the process.
Lead partner: Simone Menz.
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Melbourne Airport Business Park Development Agreement
Melbourne Airport has appointed Mallesons to act on the retendering of its development arrangements at the Melbourne Airport Business Park. The Airport is seeking a developer for a 53.7 hectare site, to be marketed to industrial tenants.
The proposed deal is particularly significant for the Airport as it transitions from a passive landholding strategy involving ground leases to a more active investment strategy. Under the new arrangements, the Airport will fund the development of facilities and enter into direct leases with the tenants. The developer will be responsible for sourcing tenants and for the design and construction of the industrial facilities in return for a structured and success-based development fee.
Mallesons has been closely involved since the inception of the project and has taken a significant role in the strategy development. We applied our considerable experience and knowledge of development projects and the statutory framework applying to airports to document a development arrangement that achieves the Airport’s commercial and financial imperatives in line with its new investment strategy.
Lead partner: Simone Menz.
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Sale of Golden Grove Village shopping centre
The sale of the Golden Grove Village shopping centre, located 20 kilometres north of the Adelaide city centre, is the largest Australian retail transaction to take place in recent times. Mallesons acted for Colonial First State Retail Property Trust, which sold the property for $100 million to a private investor.
The client was very pleased with the result which was achieved in an extremely challenging market.
Mallesons played a key role in progressing negotiations which took place over several months. This often involved our team responding to tightframes as the deal progressed through different stages. Mallesons also assisted in tying up a number of issues related to a proposed redevelopment of the Centre.
Colonial’s property management arm, Colonial First State Property Management, will continue to manage the centre, which was also a great result for our client.
Lead partner: Andrew Erikson.