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Transaction support 
(including Sales and Mergers and Acquisitions) 

Hynes Legal has advised listed, private and not-for-profit providers on all aspects of transactional work and the setup of aged care facilities and retirement villages.  In the last 12 months alone we have advised on more than $500million worth of transactions which has included transactions involving multiple facilities in the one transaction, standalone facilities and villages and mixed-use facilities (aged care and retirement villages on the one site).  Transactions include both asset sales and share sales.

Our aged care and retirement village transactions are led by Julie McStay and Leo Hopsick. Leo Hopsick has significant experience over the last 25 years in national law firms where he advised private and public sector clients on a broad range of merger and acquisition transactions (including in the finance, healthcare, senior living and aged care sectors).

Hynes Legal’s expertise covers the full range of skills and knowledge required for these types of transactions including:

  • Drafting heads of agreement documents and contracts of sale
  • Drafting joint venture agreements
  • Drafting long term leases 
  • Conducting legal due diligence
  • Advising on the transfer of aged care places and related issues
  • Applications for new and transferring retirement village schemes
  • Advising on duty implications
  • Duty exemption submissions and applications
  • Corporate governance matters
  • Advising on compliance with s 260A of the Corporations Act 2001 (Cth) - relating to companies providing financial assistance for the acquisition of their own shares
  • Drafting merger implementation agreements
  • Drafting relevant corporate resolutions relating to a transaction
  • Advising on workplace and employee issues
  • Advising on intellectual property issues
  • Conveyance of assets or shares

Hynes Legal’s recent transactional and acquisition experience (aged care and retirement living) includes:

  • Acting for a listed aged care provider on its acquisition (by share acquisition) of three separate companies that owned three aged care facilities in New South Wales with a total value in excess of $180M.
  • Acting for the owner of a large sports and services club in relation to a $75M redevelopment of their site by a national retirement village operator. The development involved a 90 unit retirement village on a long-term leasehold basis with the club retaining ownership of the underlying site.  This is an innovative co-location development between a retirement village operator and a community club.  This particular matter was quite complex and involved a number of moving parts including effectively communicating with a range of stakeholders. In this matter we:
  • Acting for a listed aged care provider in the $45 million acquisition of two stand-alone residential aged care facilities in Adelaide, including review and negotiation of contracts, conducting legal due diligence, advising on issues with aged care places and employees- related matters and conveyance of assets.
  • Acting in the acquisition of an existing 88 unit mixed-use rental and ILU retirement village in suburban Brisbane including preparation and negotiation of contracts, conducting legal due diligence, application to transfer retirement village scheme, set up and structuring advice and conveyance of assets.
  • Acting for a listed aged care provider in the $36 million acquisition of an existing 120-bed residential aged care facility on the Sunshine Coast including preparation and negotiation of contracts, conducting legal due diligence and conveyance of assets.
  • Acting in the $22 million acquisition of an existing luxury independent vertical living retirement village on the Gold Coast including providing advice on innovative care solutions, preparation and negotiation of contracts, negotiating and advising on village management arrangements, application to transfer retirement village scheme, set up and structuring advice and conveyance of assets.
  • Acting for a large not for profit operator in the acquisition of two mixed-use aged care and retirement village facilities in Central Queensland including preparation of contracts, conducting legal due diligence, advising on issues with aged care places, applications for retirement village scheme, transfer duty exemption applications and conveyance of assets.
  • Acting for a large private operator in the acquisition of an existing (but only partially developed) 89 ILU retirement village on the Gold Coast including preparation and negotiation of contracts, conducting legal due diligence, dealing with complex planning and development issues, applications to transfer retirement village scheme, set up and structuring advice and conveyance of assets.
  • Acting for a large private operator in the $30 million acquisition of an existing 143 unit retirement village comprising mainly rental units with some ILUs in suburban Brisbane including preparation and negotiation of contracts, conducting legal due diligence, application to transfer retirement village scheme, development advice, dealing with complex planning issues, set up and structuring advice and conveyance of assets. Advice was also provided to the operator with respect to future development of a co- located residential aged care facility on the site.
  • Acting in the acquisition of a large portfolio of provisionally allocated places for a future high-end residential care facility in northern Sydney, including providing assistance in relation to the application to transfer the places and extend the allocation period.
  • Acting for a large not for profit in the site acquisition, set up and development of a new 96 bed residential aged care facility in the Bundaberg region including preparation of contracts, advising on issues with aged care places, transfer duty exemption applications and conveyance of assets as well as advising on a joint venture with a retirement village operator for the site.
  • Advised a listed aged care provider on the site acquisition, set up and development of two new proposed residential aged care facilities on the Sunshine Coast including setup, preparation of contracts, advising on issues with aged care places. We also provided advice and assistance in relation to development and construction matters, including preparation and negotiation of constructions contract.
  • Advised on an innovative ‘greenfields’ site for a new mixed-use aged care and retirement village precinct in inner city Brisbane, including preparation of resident agreements, application to register the scheme and development advice.

 

Key Contact

Julie McStay

Julie McStay

Director

Aged Care & Retirement Living
Not for Profit
Manufactured Home Parks