Today's decision in the Federal Court of Australia to approve the A$5.7bn acquisition of Healthscope Limited ('Healthscope') by Brookfield through a scheme of arrangement marks a key milestone in a 13 month process for NorthWest Healthcare Properties REIT ('NorthWest') which saw international law firm Ashurst advise NorthWest on the acquisition of A$1.3bn of hospital property assets from Healthscope.
NorthWest's acquisition of the property assets is part of a sale and leaseback transaction whereby NorthWest will purchase the hospital assets and lease them back to Healthscope. The acquisition of the property assets is now unconditional following the approval of the scheme of arrangement.
NorthWest is Healthscope's second largest shareholder with a 13.3% interest in the company and supported the scheme of arrangement at the scheme meeting on Wednesday of this week.
NorthWest first began acquiring an interest in May 2018 via a derivative forward contract with Deutsche Bank following the announcement of a non-binding indicative offer from BGH Capital Pty Ltd ('BGH') to acquire 100% of the issued shares of Healthscope. This was followed by a series of proposals from Brookfield and BGH to acquire Healthscope, and an alternative sale process run by Healthscope for the sale of a minority interest in certain real estate assets. The ultimate proposal from Brookfield, recommended by the Healthscope board and approved by shareholders on Wednesday of this week and the Federal Court of Australia today, involves an inter-conditional scheme of arrangement and takeover offer for all of the shares in Healthscope in connection with the sale and leaseback of A$1.3bn of hospital property assets to NorthWest.
Ashurst partner John Brewster commented:
“It is a great outcome for our client, NorthWest Healthcare Properties REIT, for its acquisition of $1.3bn of hospital property assets from Healthscope to become unconditional following Healthscope receiving approval for the scheme from the Federal Court. In the last year, the Ashurst team has worked closely with NorthWest across a range of areas to manage the complexity of this deal, including in M&A, derivatives, acquisition financing, property and tax. It has been a pleasure to work with NorthWest to help them expand their reach in Australia and secure an extremely high quality hospital property portfolio."
The Ashurst team was led by corporate partner John Brewster and financing partners Martin Coleman and Madeleine de Garis with support from partners Richard Brooks, Pauline Tan, Nick Terry, Elspeth Arnold, John Sartori, Con Tzerefos, Anton Harris, Jamie Ng, Justin Jones, Ian Kellock and Geoff Mann, counsel Bronwyn Kirkwood, senior associates Kristina Popova, Harry Stone, Jake Saccardo, Victoria Lee, Jacinta Pitos and lawyers Ryan Kabat, Laura Di Roberto, Stephen Moore and Duncan Knowles.
