Deal: Gilbert + Tobin has advised Viva Energy Group Limited (Viva Energy) on its initial public offering and ASX listing. Allen & Overy has advised as US and international counsel for Viva Energy while Allens has advised joint global coordinators and lead managers Merrill Lynch and Deutsche Bank alongside UBS as a joint lead manager.

Value: Viva Energy raised approx. AUD$2.6 billion at a market capitalization of $4.8 billion on their ASX listing on 13 July 2018.

Area: Corporate

Key players: Gilbert + Tobin’s team was led by partner David Clee, with partners Alex Kauye, Elizabeth Hill and Simon Lynch. Special counsel Spiro Papadolias and lawyers Ciara Coleman, Bridget Sutton, Anna De Navi, Beth Jeffers, Wendy Hsu, Susan Ellicott, Nick Madders, Hannah Bragge, Caitlin O’Neil and Corrie Eames. Were also involved, with assistance from the firm’s other practice groups of property, environmental and competition/regulatory.

Allen & Overy’s team was led by Sydney-based partner Mark Leemen and counsel Cecile Baume, with senior associate Matthew Lim, associate Thomas Pertsoulis. New York partners Jack Heinberg and Dave Lewis, and associates Caroline Lapidus and Dustin Plotnick provided US tax advice.

Allens was lead by partner Julian Donnan. The team was comprised of partner Rob Pick and senior associates Addison Ma and Yan-Lin Lee. 

Deal significance: Viva Energy’s ASX listing and raising of approximately AUD$2.6 billion at a market capitalization of $4.8 billion makes it the largest Australian IPO since Medibank’s privatisation in 2014.

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The institutional offer was supported by a global roadshow to investors across Australia, New Zealand, Hong Kong, the United Kingdom, Dubai, the US and Singapore.

As a leading integrated downstream oil company, Viva Energy supplies over 14 billion litres (25 per cent) of petroleum products across Australian retail and commercial markets. The company operates a nationwide fuel supply chain and distributes fuel products via a 1,165-strong network of majority Shell-branded retail service stations.

Viva Energy also owns 50 per cent of the Liberty Oil fuel distribution and marketing business and 38 per cent of ASX-listed Viva Energy REIT.

Gilbert + Tobin’s leading partner David Clee noted the significance of the transaction, not only because of its scale, “but also because it brings to the market a great Australian business that has played a critical role in supplying Australian consumers with fuel for over 100 years.

“We are delighted to have assisted Vitol and the Viva Energy team on another major transaction, and we wish the directors and management of Viva Energy the very best in their journey as an ASX100 company,” he said.

Gilbert + Tobin’s Alex Kauye said the transaction is a timely reminder that “large-scale IPOs can be executed in the Australian market.”

“We were able to draw on our deep knowledge of Viva Energy’s business and our market-leading ECM expertise to assist in delivering an outstanding outcome for Viva Energy and its stakeholders.”

Allen & Overy’s lead partner Mark Leeman said “it was a privilege to assist Viva Energy’s outstanding management team and its shareholder, Vitol Investment Partnership, which has completed a highly successful phase of its Australian investment. We are proud to have contributed to the advent of a great Australian public company and to extend our track record of advising on the most significant Australian equity capital markets transactions.”

Allens’ Julian Donnan was pleased to have advised the joint lead managers on the ‘historic’ IPO.

He said that “whilst a number of other large prospective IPOs did not result in a listing over the last few years for a range of reasons (such as trade sales), it was particularly pleasing to see Viva Energy commence trading.

 “We see the successful IPO as evidence that there is significant market capacity to support further issuance, a positive backdrop for other companies considering a listing.”