G+T is advising DuluxGroup on Nippon Paint’s $4.2 billion proposal to acquire DuluxGroup by scheme of arrangement.

DuluxGroup recently announced that it has entered into a scheme implementation deed with Nippon Paint pursuant to which Nippon Paint proposes to acquire 100% of DuluxGroup for $9.80 per share by scheme of arrangement.

DuluxGroup is Australia’s leading paint manufacturer and home to many of Australia and New Zealand’s most recognised brands including Dulux, Cabot’s, Selleys and Yates. Nippon Paint is the largest paint and coatings business in Japan, and the fourth-largest in the world.

This is a landmark transaction for DuluxGroup, which listed on the ASX in 2010 following its demerger from Orica. Nippon Paint is offering 16.1 times EBITDA which represents the highest multiple paid in a major paint company transaction globally.  No changes are expected to DuluxGroup leadership, business portfolio, manufacturing and operations. The transaction provides increased opportunity for DuluxGroup to pursue its growth ambitions, leveraging Nippon Paint’s global scale and resources.

The Scheme is expected to be implemented in mid-August 2019.

M&A Partner and co-head of the G+T Corporate Advisory group Neil Pathak said, “We are pleased to be advising our long-time client DuluxGroup on this landmark transaction. We are very grateful for the trust put in us by DuluxGroup to handle this important matter. We look forward to supporting them through to closing of the transaction and beyond.”

G+T worked closely with the DuluxGroup board of directors and the senior management team, including General Counsel Simon Black, as well as DuluxGroup’s financial advisers, Macquarie Capital.

The G+T team is led by M&A Partners Neil Pathak and Alex Kauye. Neil and Alex are being assisted by lawyers Joshua Fisher, Matthew Ampt, Nick Madders, Sarah McArthur and Travis Cordingley. Partner Simon Lynch is advising on financing aspects and Partner Muhunthan Kanagaratnam and consultant Julian Lian are advising on tax aspects of the transaction.

Gilbert + Tobin’s market-leading M&A and Corporate team has advised on many of Australia’s largest and most innovative transactions, including recently advising KKR on its $2 billion acquisition of MYOB, BGH Capital on its proposed $2.3 billion acquisition of Navitas, TPG on its $665 million acquisition of Greencross, Harbour Energy on its $14.4 billion proposal to acquire Santos, Viva Energy on its $2.65 billion IPO, Jacobs Engineering on the A$4.6 billion sale of its energy, chemicals and resources group to WorleyParsons, and Beach Energy on its $1.585 billion acquisition of Lattice Energy.

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