Gadens is pleased to have advised
Kathmandu Holdings Limited (Kathmandu),
a dual listed entity on the NZX and ASX, on its acquisition of iconic global
surf brand and action sports company, Rip Curl Group Pty Limited (Rip Curl). Kathmandu has announced its
entry into a binding agreement to acquire 100% of Rip Curl for A$350 million. The
transaction is to be financed by a fully underwritten pro rata accelerated
entitlement offer to raise approximately A$138 million and a vendor placement
of approximately A$31 million. The balance of the transaction is to be funded
by new senior secured debt facilities.
Founded in Bells Beach, Australia in
1969, Rip Curl is a designer, manufacturer, wholesaler and retailer of surfing
equipment and apparel, and has a global presence across Australia, New Zealand,
North America, Europe, South East Asia and Brazil. The acquisition of Rip Curl transforms
Kathmandu into a global outdoor and action sports company by combining the two
iconic Australasian brands and provides the opportunity for Kathmandu to
considerably diversify its geographic footprint, channels to market and seasonality
The Gadens team was led by corporate partner Michael Kenny and senior associate Winnie Sinn, with support from partners Andrew Kennedy, Kerry Awerbuch, Brett Feltham, David Smith, Adam Walker, Peter Poulos, Elliot Raleigh, senior associate Matthew Burge and lawyers William Zhang and Brittany Kluske. Gadens advised on the Australian legal aspects of the transaction and capital raise.
Kathmandu legal counsel Frances
Blundell acted in the deal as internal legal adviser.
Chapman Tripp partners John Strowger and Rachel Dunne, and senior
associates Jeremy Gray and Philip Ascroft advised Kathmandu in relation to the
transaction and capital raise from a New Zealand law perspective.
The acquisition of Rip Curl follows
Kathmandu’s purchase of American outdoor footwear company Obōz Footwear LLC in
2018, which Gadens and Chapman Tripp also advised on.
Credit Suisse (Australia) Limited and Jarden
Securities Limited are joint lead managers for the entitlement offer, and
Credit Suisse (Australia) Limited, Jarden Partner Limited, and Deutsche Craigs
Limited are underwriters to the entitlement offer. Credit Suisse AG (Sydney
Branch) are the underwriter of the senior debt facilities.