12 January 2018

King & Wood Mallesons acts on Westfield Corporation’s $32.76bn takeover

King & Wood Mallesons (KWM) has advised Westfield Corporation on a A$32.76bn takeover offer by European shopping centre giant Unibail-Rodamco.

The combined group will have gross market value of €61.1bn ($95.43bn), creating a global property giant with 104 assets in 27 retail markets around the world.

An extensive advising team led by Partners Jason Watts, Greg Golding, Daniel Natale and Nigel Hunt acted on the transaction, supported by Senior Associates Shabarika Ajitkumar, Caitlin Sharp, Matthew Ward and Melanie Gilbert, and Solicitors Jarred Bambridge, Hannah Lippmann, Marc McCaughey, Mark Joss and Angela Zhao.

Jason Watts said “We are proud to have advised on this significant transaction, which represents the largest M&A deal KWM Australia has ever transacted.

“Unibail-Rodamco’s track record in the retail sector means it is well suited to continue Westfield’s legacy, with Westfield Corporation having undergone ongoing strategic growth since its 2014 restructure.”

KWM has advised on each of Westfield’s restructures beginning with the 2004 merger to create the Westfield Group.

Upon the closing of the transaction, Unibail-Rodamco shareholders and Westfield security holders will hold Unibail-Rodamco stapled securities, each comprising one Unibail-Rodamco share and one share in a newly formed Dutch company, which will hold Westfield’s US operations and will become a Dutch REIT.  This will allow REIT status to be maintained in France, the Netherlands, the UK and the US, and preserve the current tax position of both sets of security holders.  Unibail-Rodamco will establish a secondary listing on the Australian Securities Exchange to allow former Westfield security holders to trade Unibail-Rodamco stapled securities locally in the form of CDIs.

The transaction is expected to close in the second quarter of 2018.


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