Australian team assists Downer EDI subsidiary Spotless on Laundries business divestment

Global law firm Norton Rose Fulbright has advised Downer EDI Limited subsidiary Spotless on its agreement to sell 70 per cent of its Laundries business to an entity of Australian private equity firm Adamantem Capital.

Spotless will receive AU$155 million on a cash and debt free basis from the sale of the 70 per cent stake. Laundries is a major commercial laundry business operating in Australia and New Zealand.

Downer chief executive Grant Fenn told the Australian Securities Exchange (ASX) on December 2 that the transaction was a significant step in the company’s urban services strategy. The sale had achieved “the objective of removing one of the most capital-intensive businesses from the Downer balance sheet”, he said.

Downer told the ASX that the sale was subject to customary conditions precedent being met and that it was expected to complete by the end of March 2021.

The Norton Rose Fulbright team, led by corporate M&A head and private equity partner Richard Lewis, advised on all legal aspects of the transaction (other than tax), including in relation to vendor legal due diligence, the internal restructure of the Laundries business, the competitive auction sales process, drafting and negotiating the transaction documents and facilitating signing and exchange of the transaction.  

Richard Lewis commented:

“We are delighted to have helped Spotless successfully divest a 70 per cent stake in the leading commercial laundry business in Australia and New Zealand, while being well placed to participate in the business’s future growth prospects through its retained 30 per cent interest.”

Richard was assisted on the deal by senior associates Christian McMahon and Meg Murray, and associates Sassica Hoolahan and Laura Bernhardt. The Norton Rose Fulbright team also included environment and planning partner Noni Shannon and competition partner Belinda Harvey, who advised Downer in relation to the ACCC merger clearance process undertaken by other bidders who were vying for the Laundries business alongside Adamantem Capital.