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Sarah Roper
Associate
Sarah Roper is an associate in the Corporate Practice Group. She advises a broad range of domestic and international clients, including investment banks, intermediaries, brokers, underwriters, private equity and ASX-listed companies, from a diverse range of sectors, including energy, natural resources and technology, on various corporate and commercial transactions, including public and private mergers and acquisitions, corporate structuring and restructuring, equity capital markets, corporate governance and foreign investment regulations and approvals.
- Advising Tamboran Resources Corporation, a natural gas exploration company, and Bank of America, on:
- A “market first” merger and securities issuance on ASX on a:
- “Top-hat” scheme of arrangement in the Federal Court of Australia involving the redomiciliation of Tamboran Resources Limited to the US, by superimposing an entity newly incorporated in the US state of Delaware, Tamboran Resources Corporation (ASX:TBN), with a market capitalisation of AU$500 million
- AU$55 million institutional placement and accelerated nonrenounceable pro rata entitlement offer to institutional and retail investors within Australia, New Zealand, the US and the UK (undertaken simultaneously with the scheme of arrangement)
- Its dual listing on the New York Stock Exchange
- Advising Thiess Group, the world’s largest mining services provider, based in Australia, on several strategic transactions, including:
- The acquisition from ASX-listed company Metarock Limited of its subsidiary, Pybar Holdings, an underground mining contractor, to assist Thiess with its underground mining business and strategy
- Its AU$375 million strategic acquisition and takeover bid for Western Australian mining services provider MACA Ltd, including foreign investment and competition clearance with Macquarie Bank
- Advising Controlled Thermal Resources Limited, a company specialising in lithium and battery material products and renewable energy, and Goldman Sachs, on its successful redomiciliation to the US via a “top-hat” scheme of arrangement. The redomiciliation allowed the company to align its corporate structure with its business operations in the US and position for an initial public offering.
- Advising W.H. Ireland Group plc, an AIM-listed wealth management and capital markets company, on its:
- Secondary placing by Jubilee Metals Group plc, listed on AIM and the Johannesburg Stock Exchange, by way of an accelerated bookbuild to raise £13 million
- Secondary placing by Alien Metals Limited, listed on AIM, by way of an accelerated bookbuild to raise £2 million
- £2.9 million fundraising, comprising a placing, direct subscription and retail offer via the BookBuild platform and underlying intermediaries by Phoenix Copper Limited, listed on AIM
- Conditional £5 million placing and share subdivision
- Advising Bluejay Mining plc, an AIM-quoted mining company, on a secondary placing to raise £1.2 million, comprising an initial firm placing and a second tranche subject to general meeting.
- Advising Metals Exploration plc, an AIM-quoted mining company with an operating gold mine in the Philippines, upon its conditional acquisition of a controlling interest in two companies forming the Yamang Mineral Corp. Group, comprising 72.5% of a Philippine company that holds the Abra exploration tenement in Luzon, Philippines, and a Singaporean company with processing rights in respect of the Abra exploration tenement.
- Advising ECI Partners LLP, a leading midmarket private equity firm, on its acquisition of Commify TopCo Limited, the European leader of business messaging solutions, to Local Enterprises for an undisclosed amount.
- Advising Janison Education Group, a leading ASX-listed digital assessment and testing provider, on:
- Its acquisition of Academic Assessment Services, the largest independent schools assessment business in Australia
- Its acquisition of Quality Assessment Tasks, an Australian market leader in the development of school assessments that has been in operation for more than 20 years
- Advising M3 (EU) Ltd, a member of the M3 Inc. group (a multinational group listed on the Tokyo Stock Exchange with a market capitalisation of approximately AU$50 billion), on its acquisition of the assets and business of Meleina Pty. Limited t/a Ekas Marketing Research Services.
- Advising the owners of Aware Services Pty Ltd on its acquisition by Dentsu International Australia Pty Ltd, a member of the Dentsu Group (which is a multinational group listed on the Tokyo Stock Exchange with a market capitalisation of approximately AU$12.3 billion).
- Advising the owners of Aston Consult Pty Ltd on the sale and acquisition by CCi Holdings Limited for an undisclosed amount.
- Conducting legal due diligence on target entities or businesses involving the review of corporate, intellectual property and property documentation and conducting company compliance assessments under applicable state and federal regulatory regimes.
- Acting for international and local clients in reviewing and preparing standard terms and conditions, drafting commercial agreements and deeds, advising on supply and distribution arrangements, and conducting contractual risk assessments.
- Advising on a range of corporate governance, compliance, regulatory, trademark and copyright issues, including Foreign Investment Review Board approvals.
Education
- Macquarie University, LL.B. (Hons.), 2018
- Macquarie University, B.A., 2018
Admissions
- Supreme Court of New South Wales, 2019