IFLR 1000
The Guide to the World's Leading Financial Law Firms

Chapman Tripp gave a strong performance in capital markets this year: the team won clients' praise and competitors' respect, acting on a number of complex deals.

Perhaps the firm's best performance saw it advise the Crown on the unprecedented wholesale funding guarantee, which comprised a Rule 144A $1 billion US MTN issue by ANZ in addition to NZ$180 million ($122 million) and NZ$120 million issues of registered transferable deposits by BNZ. Chapman Tripp was instructed to draft all documents, review all applications and liaise with the Treasury through the approval process.

In another unique and challenging role, the firm assisted Hanover Group with a NZ$554 million restructure of its public debt security issues, comprising secured deposits and stock and subordinated notes and bonds. The restructure involved negotiating revised debt terms for each instrument, structuring nearly NZ$96 million in shareholder support arrangements, holding nationwide road shows and drafting investor meeting documentation.

The differing levels of security and priority required by each of the four discrete instruments involved multiple trustees and their legal and financial advisers in the transaction. Separately, Chapman Tripp also represented the shareholders who contributed funds in support of the restructure.

Pohutukawa Private Equity II – a private equity fund established for retail investors – raised NZ$82.5 million on its IPO, with Chapman Tripp advising on the transaction. The newly-listed fund will co-invest beside another of the firm's clients, Direct Capital IV institutional fund.

Chapman Tripp is frequently commended by both clients and competitors for top-notch banking and project finance advice. One client calls Chapman Tripp "A top tier firm with a leading, if not the best, banking and finance team in New Zealand."

Though the team had a quiet year in project finance, Chapman Tripp saw no shortage of prime mandates on banking deals. A client describing past contact with the practice reports the team is "excellent on all fronts – quality, results driven and cost effective."

Another client experienced a "strong degree of partner involvement and oversight in transactions," and reports the team are "good at building and developing relationships with the bank at all levels. Nice people."

"I only deal with Dermott Ross who is a class above the others I deal with at other firms," says a loyal client. A different client describes Mark Reese as "very helpful with solutions and involving the appropriate people in a transaction."

Another client singles out Michael Anderson: "Michael is basically on call 24/7 and no instruction is ever a hassle – this trait is also inherent within his team." The client adds: "His knowledge and contacts ensure our instructions are completed on time and he is also able to call on experts should the situation require it. This positive can do attitude ensures he is the first partner of choice for most instructions from our organisation."

Significantly, the firm advised on the wholesale funding guarantee made available by the Crown to eligible banks and financial institutions with substantial lending and borrowing businesses in New Zealand.

Another key role saw the firm advise Maui Capital Indigo Fund on its formation as a limited partnership. Marking New Zealand's first-ever limited partnership, the agreement was registered on May 2 2009 – the day relevant legislation became effective. As the first of its kind, the deal called for a review of other jurisdictions' regimes around the world in order to advise on the draft legislation.

In project finance, Chapman Tripp represented Citi and a number of international agency banks as lenders on a major project financing transaction for Digicel, an expanding mobile telecoms player that is both establishing and acquiring networks in the region. The work involved extensive structuring, due diligence, negotiation and drafting, as well as syndicate, local counsel and general transaction management.

"Chapman Tripp has good depth in the banking area and provides a broad range of expertise in this field. The people we have dealt with have been proactive in assisting with solutions. They also organize the work required to meet timeframes."

Chapman Tripp is mostly seen acting on domestic private equity transactions and outbound work for local funds, particularly those targeting Australia. A client calls the firm "commercial and pragmatic and easy to deal with," recommending "John Strowger for M&A work."

Another client seeks out the firm for M&A work because of the team's "multiple capable partners, effective non-partner back-up, and client-focused, commercial perspective that completes and gets deals done". The client adds: "I know of no partners we would not comfortably use. All are very client-focused and efficient at delivery."

One strong example of the firm's work saw it advise local private-equity house Knox Investment Partners on acquiring CanPrint Communications and Union Offset, a government printing outfit based in Canberra, Australia. On a similar deal, Chapman Tripp acted for Queensland Investment Corporation on its acquisition of Powerco, New Zealand's third-largest electricity and gas network utility, from Babcock & Brown Infrastructure.

The firm also handles domestic acquisitions, such as representing private equity and venture capital firm Direct Capital on its purchase of a 45% stake in NZ King Salmon. In addition, the team are involved in the establishment of a number of local funds.

Chapman Tripp maintains a strong track record for satisfied clients. "Past experience in using this firm for restructuring and insolvency transactions has delivered a superior result. They are practical and commercial and able to see the big picture, suggest useful compromises where needed and are not afraid of unconventional approaches backed up by appropriate legal advice," says one client.

The client adds: "We currently instruct the firm on a cross border restructure and they have made every effort to cover off all requirements."

Another client recommends Michael Harper, Michael Andersen and Michael Arthur, describing the partners as "all very experienced. They know what the bank wants and how it works".

Chapman Tripp's leading performance last year was likely its mandate by the Hanover Financial Group on its debt restructure, which involves over 17,500 investors holding approximately NZ$554 million ($375 million) of secured deposits, secured stock, subordinated notes and bonds by the fallen finance group. The firm's work on the restructure included negotiating revised debt terms for each instrument, structuring shareholder support arrangements of up to NZ$96 million, holding road shows around the country and drafting investor meeting documentation.

OPI Pacific Finance instructed the firm on its NZ$313 million moratorium, affecting more than 12,000 public stockholders, in addition to NZ$141 million debt rescheduling arrangements with certain unsecured rescheduled creditors, together with associated negotiations for its claims against Australian-listed Octaviar. Octaviar and its subsidiary Octaviar Administration are now in voluntary liquidation in Australia, where its heavily-litigated administration concerns debts of A$1 billion ($841 million).