G+T has advised the PowAR consortium – comprising Queensland Investment Corporation (QIC), the Future Fund and AGL Energy – on its successful $3 billion acquisition of Tilt Renewables in partnership with Mercury NZ.

Tilt operates a market-leading renewables energy platform owning 8 operating assets and 11 development projects in Australia and New Zealand, including wind farms, solar farms and battery energy storage assets.

QIC, AGL and the Future Fund bid for ASX- and NZX-listed Tilt Renewables through their jointly owned Powering Australian Renewables partnership (PowAR), teaming up with existing Tilt shareholder Mercury NZ to take part in a highly competitive bidding process.

PowAR will own the Australian assets in the Tilt portfolio while Mercury NZ acquires the New Zealand assets.

The G+T team advised the PowAR consortium on all aspects of the transaction, including the competitive bidding process, transaction documents, due diligence, acquisition structure, regulatory approvals, equity financing arrangements and debt financing facilities, working together with New Zealand counsel, Harmos Horton Lusk.

The acquisition represents the largest acquisition of a renewables portfolio in Australia, with a wide footprint, with operating and development assets in each of the National Electricity Market (NEM) regions and Western Australia.

The transaction was jointly led by Co-Head of M+A/Corporate Advisory Neil Pathak and Head of Energy + Infrastructure Alexander Danne, with support from special counsel Matthew O’Connor and lawyers Matthew Ampt, Keara Stretton, Skanda Kumble, Kestin Brown, Harrison Custance and Hannah Bragge.

Head of Energy + Infrastructure Alexander Danne, said: “The successful transaction is a great outcome for our client PoWAR and its owners. Tilt Renewables has built a unique platform and an attractive portfolio of projects in a short time. The transaction is evidence of the importance of the renewables energy market to Australia’s future and also demonstrates PowAR’s long-term commitment to the Australian renewable energy market.

Co-Head of M+A/Corporate Advisory Neil Pathak, said: “We are grateful for our clients trusting us with their work on this exciting and challenging transaction, involving many interesting and unique aspects, including the highly contested bidding for a public company, the split of the target assets via the scheme process and various cross-border intricacies. We feel privileged to be part of the successful PowAR team.”

Gilbert + Tobin is one of Australia’s leading M+A law practices. In 2021, G+T is advising or has advised on the market’s highest profile transactions including advising Afterpay on its proposed $39 billion acquisition by Square by scheme of arrangement, MIRA and Aware Super’s $3.5 billion acquisition of Vocus, MIRA’s $2.3 billion acquisition of Bingo and Cleanaway’s proposed acquisition of Suez’s Australian assets.

In addition and in particular, Gilbert + Tobin has one of Australia’s leading energy transaction practices. Landmark deals on which G+T has advised on include advising Infigen on its competing takeover bids by Iberdrola and UAC for approx. $900 million and Tilt Renewables sale of Snowtown 2 for over $1 billion.  G+T also advises a broad range of developers and contractors in the renewable energy sector in relation to project development.