Gilbert + Tobin is thrilled to announce its role advising Sigma Healthcare Limited on its ground-breaking merger with Chemist Warehouse Group to create a leading ASX-listed wholesaler, distributor and retail pharmacy franchisor.

In addition, Gilbert + Tobin has advised Sigma on its fully underwritten pro-rata accelerated non-renounceable entitlement offer to raise proceeds of approximately $400m.

"We are delighted to have had the opportunity to advise Sigma on this strategically important transaction," said Costas Condoleon, partner and head of Gilbert + Tobin’s Corporate Advisory group. "This landmark merger with Chemist Warehouse Group builds on the commercial relationship between Sigma and the founders of Chemist Warehouse Group that spans more than 40 years, and will create a combined group with a market capitalisation in excess of $8 billion." The merger is subject to a number of conditions precedent including regulatory and shareholder approvals.

The Gilbert + Tobin team, led by Mr Condoleon and fellow Corporate Advisory partner Adam D’Andreti, who worked closely with colleagues across the firm – including partners John Schembri, Elizabeth Avery, Liana Witt and Sam Kings, special counsel Lucy Hall, Alex Tonkin, Richard L'Estrange and senior lawyers Wes Bainbridge, Stephanie Rowan, Kevin Zhou, James Fisher, Courtney Olden and their teams - to structure and execute the transaction, including advising on the capital raising, negotiating a merger implementation agreement, advising on the entry into new debt facilities and providing advice on competition, regulatory and other legal issues.

Mr D’Andreti added: “We are so proud to have helped our client Sigma with this remarkable transaction, which is not only one of the largest M&A transactions of 2023, but also sees the listing of one of Australia’s best-known businesses, Chemist Warehouse Group, on the ASX under an innovative new listing structure. We wish Sigma and Chemist Warehouse every success with the merger.