G+T has advised Virgin Australia Holdings Limited (Virgin Australia) on its $2.3 billion initial public offering (IPO) and return to the Australian Securities Exchange (ASX). This landmark transaction is arguably Australia's most important IPO in recent years, significant for the Australian aviation industry given it marks Virgin Australia’s return to ASX as well as for the Australia IPO market, being the first significant private equity sponsored company to come to market since 2021.
The highly anticipated IPO will see Virgin Australia, Australia's second-largest airline group, relist on the ASX following its acquisition by Bain Capital in 2020 and subsequent revitalisation. The fully-underwritten offering is expected to raise approximately $685 million, implying a market capitalisation of approximately $2.3 billion based on the IPO price. The move reflects renewed investor confidence in the Australian market's capacity to support large-scale, high-profile and private equity-backed IPOs.
G+T’s market-leading equity capital markets team worked closely with Virgin Australia and Bain Capital together with their financial advisers, Reunion Capital Partners, the underwriters and other advisers over an extended period to execute a highly complex transaction. Along the journey, the same G+T team, together with our market-leading Competition, Consumer and Market Regulation team, has also supported Virgin Australia and Bain Capital on the sale of a quarter of the airline to Qatar Airways Group and the re-establishment of long-haul flying under a new wet lease with Qatar Airways.
Since emerging from voluntary administration in 2020, Virgin Australia has undergone a substantial restructuring. Combined with the pace and complexity of the aviation sector and compounded by global market volatility triggered by amongst other things, the US government’s “Liberation Day” announcements, this made for a transaction with a lot of potential hurdles. G+T is proud to have helped our clients navigate and overcome them.
The G+T team was co-led by partners Adam D’Andreti and Peter Cook.
Commenting on the IPO and ASX listing, Adam D’Andreti said:
This IPO is a milestone for Virgin Australia and arguably one of the most important to emerge in the Australian market in recent years. Bringing a deal of this scale to market during a period of global economic and geopolitical uncertainty speaks volumes to the strength of the business and the depth of support behind it. It's been a privilege to support Virgin and Bain Capital, and to work alongside such a talented team at G+T to shape this IPO to help it get done in these market conditions.
Peter Cook added:
Bain Capital took a courageous leap of faith in the business during the height of the COVID pandemic in 2020; rescuing in a short period from administration a significant national infrastructure asset. Through patience and provision of capital, Bain Capital revitalised Virgin Australia’s financial performance allowing it to provide significant competition in the aviation market for the long-term benefit of Australian consumers. The result is a testament to the power and benefit of private capital. Notably, this transaction also reminds the market that an IPO exit route remains open for sponsors who can adapt and be flexible on timing, structure and price.
The G+T team included Sean Meehan, Kevin Zhou, Lucy Hall, Hayden Rayen, Catherine Wei, Meng-Yeow Lim, Maree Casey, Kevin Olsen, Ben Bylykbashi, Muli Zhou and Laura Worrad. Special thanks also to G+T partners Alastair Corrigall and Louise Klamka for the important roles they played on the transaction.
This transaction follows G+T’s involvement in nearly every major Australian IPO over the past two years which demonstrates G+T’s market leadership. That includes advising Guzman y Gomez, Cuscal Limited and Metals Acquisition Limited on their 2024 IPOs, Sigma Healthcare on its acquisition and listing of Chemist Warehouse and acting for the underwriters to the IPOs of DigiCo REIT and Symal (2024).
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This document does not constitute an offer to sell, or the solicitation of an offer buy, securities in the United States or in any other jurisdiction in which such an offer would be unlawful. Any securities described in this email have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act") or the securities laws of any state or other jurisdiction of the United States and may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act and appliable securities laws of any state or other jurisdiction of the United States. This communication is confidential and must not be distributed or released in the United States.
This document is not, and does not constitute, an offer to sell or the solicitation, invitation, advertisement or recommendation to purchase any securities or other financial products in any jurisdiction and neither this document nor any of the information contained herein shall form the basis of any contract or commitment. The information in this document remains subject to change without notice. No responsibility or liability is assumed by the Company, its related bodies corporate or any of their respective officers, employees, advisers and agents for updating any information in this document or to inform any recipient of any new or more accurate information or any errors or mis-descriptions of which any member of that group may become aware. Full details about the share offer made as part of the IPO (Offer) are contained in the Prospectus dated 6 June 2025 issued by Virgin Australia Holdings Limited (ACN 100 686 226) and Virgin Australia SaleCo Limited (ACN 687 595 366). The Prospectus is available in electronic form to Australian residents on the Company’s offer website, www.VirginAustraliaIPO.com.au. The Offer constituted by the Prospectus in electronic form is available only to Australian residents accessing the website within Australia and is not available to persons in any other jurisdictions, including the United States. A hard copy of the Prospectus is available free of charge during the offer period to any person in Australia by calling the Virgin Australia IPO Information Line on 1300 273 158 (within Australia) or +61 3 9415 4264 (outside Australia) between 8:30am and 7:00pm (Sydney time), Monday to Friday, excluding national public holidays. Applications for Shares may only be made on the Application Form attached to, or accompanying, the Prospectus in its hard copy form, or in its soft copy form available online at the offer website, together with an electronic copy of the Prospectus. The Corporations Act prohibits any person from passing the Application Form on to another person unless it is attached to, or accompanied by, the Prospectus in its paper copy form or the complete and unaltered electronic version of this Prospectus. A person should consider the prospectus in deciding whether to acquire the securities.
