Norton Rose Fulbright advises on Sumitomo Chemical’s AUD$1.188 billion agreement to purchase Nufarm South American Crop Protection Business

A cross-border team from global law firm Norton Rose Fulbright has advised Sumitomo Chemical Company Limited on its agreement to purchase Nufarm Limited’s crop protection business in Brazil, Argentina, Colombia and Chile.

The deal is valued at AUD$1.118 billion (on a net debt, net cash basis) and includes a two-year supply agreement and a transitional services agreement.

Sumitomo Chemical was attracted to Nufarm’s strong distribution network in South America and expected the agreement to provide additional value for shareholders of both companies. The deal, which was announced on the Australian and the Japan Stock Exchanges on September 30, requires shareholder and regulatory approvals before it is completed.

The Norton Rose Fulbright team advised Sumitomo Chemical on the acquisition, including due diligence and the full suite of supporting ancillary documentation to enable continuity of the target business after deal closure.

The deal was led by partner Chris Viner, Head of Norton Rose Fulbright’s Japan Desk in London and M&A partner Adam Edelman in Australia. Silvia Fazio, partner in the Norton Rose Fulbright Sao Paolo office coordinated due diligence and local law input from a leading roster of local counsel in South America.  George Gibson, Head of Tokyo provided local support. Chris and Adam were supported by Simon Meagher (Special Counsel, Perth) and Andrew Clarke (Senior Associate, Tokyo) to help see this deal across the line.

Mr Viner commented:

"This was another great opportunity to work 'hand-in-glove' with Sumitomo Chemical’s legal team in Tokyo. It was terrific to be able to pull such a complex deal together with our colleagues in Sumitomo in the short timescale demanded by the stock exchange sensitivities for both groups. The international team spanned the time zones through Australia, Japan, Europe to South America; it was great to see previous deal cooperation between the teams paying dividends.”

Mr Edelman commented:

“With increasing focus around the world on the future growth of the agribusiness industry, it is pleasing to be able to help facilitate such an important deal for Sumitomo and for the development of agribusiness in South America. The cross-border nature of the deal required an integrated Norton Rose Fulbright team, working in sync across multiple jurisdictions and time zones. This meant that we were able to employ a ‘follow the sun model’ – particularly between Australia and London – so our work for Sumitomo continued around the clock.”