REPRESENTATIVE EXPERIENCE
Russell Lyons
Acted as counsel in the 100% sale of shares and units in the Jewellers Loop and Q Report
jewellery insurance business to an Australian subsidiary of US-based, JM New Holdings, Inc, part
of the Jewelers Mutual group. Jewelers Mutual group is an insurance company for jewellery
businesses and individuals.
Acted for Sepel and Mallach families in the sale of all shares in Florabelle Imports Pty Ltd
trading d/b/a Florabelle Living, a leading supplier of premium flowers, homewares, and
furniture, spanning Australasia, to Anacacia Capital, a leading Australian private equity fund
manager.
Acted for New South Wales, Australia-based EzyCharge Australasia Pty Ltd, a mobile phone
charging stations for hire throughout Australia, in relation to the sale of the majority shares
to INFORICH Inc (TYO: 9338).
Acted for Gernis Holdings Pty Ltd ATF Gernis Trust in relation to the sale of all of the shares
in 4Cabling Pty Ltd to New South Wales-based private equity firm Five V Capital. 4Cabling Pty
Ltd is one of Australia’s leading providers of ethernet cables, server racks, and electrical
accessories.
Advised Sydney-based PrimaryMarkets Limited in relation to its AUD24 million merger with San
Francisco-based Linqto, Inc. which was the "merger of equals" and was conducted in accordance
with the Takeover provisions and procedures in Chapter 6 of the Corporations Act in which we
advised Primary Markets on the structuring and implementation of the transaction from
origination to completion.
Advised Wingate Group Holdings Pty Ltd, a Melbourne, Australia-based investment manager, on an
AU$30 million capital raising which was conducted via direct and intermediate trust offerings of
multiple classes of security.
Advising UCW Limited, an ASX-listed entity operating in the private education sector, on the
acquisition of a 100% interest in the IKON Institute of Australia, a private higher education,
international education and vocational education provider.
Advised the Share Prices Australia Group in relation to the sell down of shares by one of its
shareholders. New South Wales, Australia-based Share Prices Australia Group provides stock
market research, trading recommendations, advisory services, managed investments, IPOs, and
capital raising.
Represented Probiotic Solutions Pty Ltd in the acquisition by Carnot Investments Pty Ltd ATF
Perkins Family Trust (a shareholder) of all the shares in Probiotic held by the other
shareholders, Remy Advice (Aust) Pty Ltd ATF Abes Family Trust and BJ Kat Pty Ltd ATF Stoker
Family Trust.
Acted for Permobil, Inc., a leading global company of advanced rehab technology, on its
acquisition of Orbit One Limited, a New Zealand incorporated distributor of wheelchair and
assisted movement devices.
Advised Group Homes Holdings Pty Ltd in relation to the partial sell down by two of its
shareholders. New South Wales, Australia-based Group Homes Holdings Pty Ltd is a specialist
provider of a variety of aged care services and housing.
Acted for New Quantum Holdings Pty Ltd regarding its acquisition of 80% of Morrison Securities
Pty Ltd from Sequoia Financial Group (ASX: SEQ). New South Wales, Australia-based Morrison
Securities Pty Ltd specialises in providing white labelled trading solutions to AFSL holders
such as financial planners, financial advisors, banks, building societies, and trading
educators.
Assisted Gleneagle Securities (Aust) Pty Ltd, an industry-leading foreign exchange broker with
operations based in Australia and overseas, in a de-merger into two separate entities via debt,
share sale, and asset swap arrangements.
Represented Fusion Markets Pty Ltd in a corporate restructure that involved a scrip-for-scrip
rollover and selective share buy-back. Fusion Markets is an online foreign exchange platform
headquartered in South Yarra, Australia.
Acted for AIMS Property Securities Fund (ASX: APW), an investment fund based in Sydney,
Australia, in its capacity as target in an off-market takeover bid.
Advised New Quantum Holdings Pty Ltd regarding a bid implementation and business combination
agreement to implement the off-market takeover offer for all of its shares by Canna-Global
Acquisition Corp (NASDAQ: CNGL).
Advised Navigator Health Holdings Pty Limited in relation to an investment by Heal Partners
Fund, a private equity fund based in the Cayman Islands. New South Wales, Australia-based
Navigator Health Holdings Pty Limited is a provider of technology, medical support, and other
services to the compensable injury and private health sectors.
Advised Manuka Resources Limited (ASX:MKR) in its acquisition of all of shares in the New
Zealand-based vanadiferous titanomagnetite iron ore producer Trans-Tasman Resources Limited via
the issue of 176,938,295 shares in MKR.
Advised Cheap Thrills Cycles Pty Ltd in the sale of shares to Universal Store Holdings Limited
(UNI:ASX). New South Wales, Australia-based Thrills is a designer, retailer, and wholesaler of
youth fashion clothing and accessories.
Represented Australia-based Graceful Heritage Pty Ltd on its acquisition of the remaining 25% of the interests in Sydney's Mid City Shopping Centre that it did not already own from the Lendlease managed Australian Prime Property Retail Fund, which included advising on the due diligence, stamp duty and other tax advice, acquisition and loan documents.
Acted for a capital market company in its acquisition of a financial advisory firm.
Advising Permobil Inc, a Swedish advanced rehabilitation technology company, on the acquisition
of Durable Medical Equipment Ltd (now Permobil New Zealand Ltd),a New-Zealand based complex
rehabilitation equipment supply company.
Acted for Bux global Limited in relation to a potential IPO on the ASX.
Represented a private investment management company on its joint investment in the nation’s largest private co-working facility provider known as Hub Australia.
Acted for Sequoia Financial Group Limited in its acquisition of Morrison Securities Pty Ltd.
Represented an Australia-based national events business in its restructuring and partial sale to a foreign venture capital acquirer as part of a global events sector consolidation.
Advising Australis Holdings Pte Ltd, a Singaporean company, on the acquisition of Impact Training Institute Pty Ltd, a Registered Training Organisation.
Represented UCW on its acquisition of 100% of the issued share capital in Proteus Technologies
Pty Ltd (trading as IKON Institute), with associated rights issue
Advised the founder and chief executive of Australian property software provider, EstateMaster,
on the sale of the EstateMaster group to Canadian listed commercial real estate services,
software and data solutions company, Altus Group.
Structuring and effecting distressed business transactions including workouts, deeds of company
arrangement, creditors' trust arrangements and formal sales in insolvency situations.
