In a strong finish for M&A in 2018, Clarendons advise on sale of Comdain Infrastructure to Service Stream

Clarendon Lawyers is delighted to have advised the Coen family and shareholders of Comdain Infrastructure Pty Ltd (Comdain) on the sale of the Comdain business to Service Stream Holdings Pty Limited, a wholly owned subsidiary of ASX listed company Service Stream Limited (ASX: SSM) (Service Stream).

The parties entered into a binding agreement on 3 December 2018, with completion of the sale expected to occur on either 2 January 2019 or 1 February 2019.

Founded by the Coen family in 1962, Comdain is a leading provider of critical infrastructure services, which specialises in the design, construction, operation and maintenance of water and gas infrastructure and delivers end-to-end engineering and asset management services to leading utility and energy providers across Australia.

Service Stream, a listed company with a market capitalisation of approximately $640 million, is a provider of essential network services to the telecommunications, energy and water industries. Service Stream operates out of more than 40 locations nationwide and maintains a workforce of around 1,800 employees and up to 3,500 active contractors.

The transaction involves the sale of the shares in Comdain and units in an associated unit trust for an aggregate purchase price of $161 million. The sale consideration will be satisfied in part through the issue of $68 million worth of ordinary shares in Service Stream Limited to the current shareholders of Comdain.

Following the sale, the Coen family will remain involved in the management and strategic direction of the Comdain business, with Peter Coen remaining as CEO of Comdain and Tom Coen (Comdain’s current chairman) being appointed to the Service Stream board as a non-executive director.

The Clarendons team was led by Managing Director, Tony Symons and Senior Associate, Adam Laidlaw, who were assisted by Caroline van Grieken and Stephen Dyason.

Mr Symons commended the Coen family and the shareholders of Comdain on executing formal documents in relation to the sale. “We are delighted to have advised the Coen family and Comdain shareholders on the sale of Comdain. The Coen family has built an exceptional business over many decades and multiple generations, which has long been a market leader and highly sought after target for many companies. The sale to Service Stream is the result of a competitive bid process run by Investec.”

“It is always especially rewarding to draw on our extensive experience in mid-market M&A to help guide and advise founders through a sale of their business to a market-leading business like Service Stream.”

“The transaction is further evidence of the strong M&A activity this year generally and, in particular, for our firm.”

“The transaction capped off a very busy period of transactions for the firm and an exceptional first half of FY19, having advised on more than 20 deals in the first 5 months of the financial year alone, with a strong pipeline of deals remaining for the remainder of 2018 and into 2019.”

Comdain was also advised by Investec Australia Corporate Services (as corporate advisers) and Pitcher Partners (as tax and accounting advisers).

Service Stream was advised by Rothschild & Co and King & Wood Mallesons.