More than seven months after Great Energy Alliance Corporation's plans to buy Loy Yang Power fell foul of the regulator, the deal has at last been sealed.
The GEAC consortium of AGL Limited, Tokyo Electric Power Company, CBA, institutional investors MTAA and Westscheme, and more recently, Japanese trading house Mitsui, completed the A$3.5bn acquisition on 8 April.
The deal involved a three-way negotiation with Loy Yang's vendors - US utilities CMS and NRG and Macquarie Bank-managed Horizon Energy - as well as negotiations with Loy Yang's 31 senior banks, bondholders and junior lenders.
Under the deal, Loy Yang's debt was reduced and senior debt replaced with a new loan note offering underwritten by the current banks, with swaps repriced and the security package enhanced.
The GEAC consortium first agreed to buy Loy Yang Power, a partnership which owns and operates the 2100 MW Loy Yang A power station and associated coal mine in Victoria, in July last year.
Following AGL-led negotiations, the ACCC declined to provide informal clearance for the deal - but indicated it would mount a challenge if it went ahead. In an Australian first, AGL went to the Federal Court and obtained a declaration in December that the deal was not anti-competitive.
A large team of Freehills lawyers was involved in advising the GEAC consortium on the deal, including Robert Nicholson, Shaun McGushin, John Angus, Richard Hendriks, Matthew Stutsel, Michael Sonnenberg, Neil Pathak, Sarrah Coffey, Gavin Ingram, Stefanie Allen, Amy Jones and Simon Haddy.
Gilbert + Tobin partners Gary Lawler and Rachel Launders advised AGL on the corporate aspects of the transaction, with partners Gina Cass-Gottlieb and Liza Carver handling competition law issues.
Baker & McKenzie, led by partner Chris Saxon, advised TEPCO. A team from Allens Arthur Robinson, led by partner David Wenger and including Michael Greig, Julian Donnan and Paul Quinn (corporate) and Phillip Cornwell, Robb Watt and Adrian Chiore, represented the vendors on all aspects of the sale process. CBA in-house counsel Alison Iverach advised the bank.