The deal will result in Costa delisting from the ASX
Piper Alderman has teamed up with Bryan Cave Leighton Paisner LLP (BCLP) in advising Driscoll’s Inc. on the $2.5bn acquisition of ASX-listed Costa Group Holdings Limited (Costa) by a consortium.
The deal, which was announced on 22 September, is set to be implemented through a court-approved scheme of arrangement. Under the all-cash consideration, Costa’s equity is valued at $1.496bn, while its enterprise value came in at $2.459bn.
The consortium was led by US private equity firm Paine Schwartz Partners, LLC (PSP) and includes PSP-controlled entities as well as Driscoll’s, and British Columbia Investment Management Corporation (BCI). The scheme is pending approval from Costa’s shareholders as well as certain regulatory approvals across Australia, the EU, China, and Morocco, according to a BCLP press release.
Read more: British Columbia Investment Management Corporation pulls out of China
The scheme is expected to be implemented in the first quarter of 2024. Following the acquisition, Costa will de-list from the ASX.
The Piper Alderman team that worked on the transaction was headed up by partner Mark Williamson, who specialises in cross-border securities law. The team included partner Sina Kassra, senior associate Sam Blight, and lawyers Samiha Asim and Francesca Lombardo.
Client relationship partner Carol Osborne (London) spearheaded the BCLP deal team alongside Sydney partners Patrick Johnson and Andrew Hockley. They were assisted by senior associates Lillian Adebayo (corporate transactions) and Paul Culliford (antitrust), as well as associates Jessica Kain (corporate transactions) and Thomas Wright (antitrust).
Allens and Kirkland & Ellis represented PSP. Herbert Smith Freehills represented BCI, and King & Wood Mallesons represented Costa.
The Driscoll’s brand first entered the Australian market in 2010 through a partnership between Costa and Driscoll’s Strawberry Associates, Inc. (US). Driscoll’s, headquartered in California, is a global supplier of fresh strawberries, blueberries, raspberries, and blackberries; meanwhile, Costa is a major horticultural company in growing, packing and marketing berries, mushrooms, citrus fruit, tomatoes and avocados.
