REPRESENTATIVE EXPERIENCE
Harry Kingsley
Initial Public Offerings (IPO)
Acted for Australia-headquartered Alta Group Global Limited, a UFC/MMA fitness company, as Australian counsel on its listing on the New York Stock Exchange.
Represented LTR Pharma Limited (ASX: LTP), an Australian clinical-stage biopharmaceutical company that has developed and is commercialising a ‘First in Class’ nasal spray (SPONTAN) to treat patients with ED, in its initial public offering and capital raising.
Acting for BirdDog Technology Limited (ASX: BDT), a world leader in network device interface and Internet protocol video technology, in its AU$133 million initial public offering and associated capital raising.
Representing Australian antiviral drug development company Island Pharmaceuticals Limited (ASX: ILA) in its initial public offering and associated capital raising totaling AU$20.2 million.
Representing RocketBoots Limited (ASX: ROC), a Sydney, Australia-based developer of artificial intelligence software, in its initial public offering.
Representing Butn Limited, an Australian fintech business, on its AU$12.5 million pre-IPO fundraising and oversubscribed initial public offering raising AU$20 million.
Acting for Israeli company, N.G. Solutions Limited, on its IPO on the ASX (ASX: NGS).
Acting for Security Matters Limited (ASX: SMX) in its initial public offering.
Acting for Titomic Limited (ASX: TTT) in its initial public offering.
Acting for Imagion Biosystems Limited (ASX: IBX) in its initial public offering on the ASX.
Secondary Raisings
Represented Vection Technologies Ltd (ASX: VR1), a seller of customised AI software solutions, in its AU$20 million equity raise.
Represented Elsight Limited (ASX: ELS), a carrier-agnostic connectivity solutions company, in its secured firm commitment for an AU$60 million one single-tranche placement of new fully paid ordinary securities at AU$1.70 per share.
Acted for Butn Limited (ASX: BTN), a B2B funder, in an institutional equity raise and debt raise for a total of AU$20 million in share and loan notes to clients of United Capital Partners.
Acted for LTR Pharma (ASX: LTP) on its AU$25 million institutional placement to support the commercialisation of its SPONTAN therapy.
Represented Smart Urban Properties Australia Limited, a Victoria, Australia-based developer of simple, low-cost, reusable safety and efficiency products, in its entitlement offer underwritten by IFM Investors.
Represented Titomic Limited (ASX: TTT), a manufacturer of industrial-scale metal additives, in an institutional two tranche placement of AU$30 million.
Advised Toys R Us ANZ Limited (ASX: TOY) on the placement of convertible notes, loan options, and shares from Mercer Street Global Opportunity Fund II LP, a US-based investment fund.
Acted for Melbourne, Australia-based Butn Limited (ASX: BTN), a founder-led B2B funder innovating the way SMEs fund and grow their businesses, in an underwritten accelerated non-renounceable entitlement offer (ANREO).
Acted for Ord Minnett Limited, an Australian wealth management company, in relation to an underwritten AU$20 million two tranche placement for BlueBet Holdings Limited (ASX: BBT), an international online wagering provider and bookmaker, to fund the acquisition of Betr, a sports betting and sports media company.
Advised Nutritional Growth Solutions Limited (ASX: NGS), a global provider of pediatric nutritional products, in relation to its listed options capital raise.
Represented Multicom Resources Limited, a Queensland, Australia-based mining exploration company, in its underwritten AU$60 million rights issue, AU$2 million structured sell down, and an AU$10 million shareholder loan conversion into equity.
Acted for Titomic Limited (ASX: TTT), a Melbourne, Australia-headquartered company specialising in industrial-scale metal additive manufacturing, in its underwritten accelerated entitlement offer (PAITREO).
Acting for Evolution Capital in a number of institutional placements raising over AU$100 million for Anteris Technologies Ltd.
Acted for Evolution Capital Pty Ltd, as underwriter for an AU$100 million underwritten rights offering for Australian Pacific Coal Ltd.
Representing Titomic Limited (ASX: TTT), an industrial-scale metal additive manufacturer, in a private placement and a share purchase plan to raise AU$9.5 million.
Representing Energy Technologies Ltd. (ASX: EGY) in connection with an underwritten entitlement offer raising AU$11 million in a placement of ordinary shares and attaching options.
Representing Yumbah Aquaculture Ltd in connection with its underwritten entitlement offer of AU$9 million to shareholders of Yumbah Aquaculture Limited to fund the cash component of the acquisition of oyster farm Cameron of Tasmania Pty Ltd.
Advising Titomic Limited on its institutional placement of AU$19 million.
Advising Evolution Capital Pty Ltd on an institutional placement of ordinary shares for Harris Technology Limited (ASX: HT8).
Advised a Seattle, Washington-based boutique advisory firm uniquely focused on serving technology startups on the capital raising to fund Westgold into a controlling position in the Murchison Region and to retire pre-paid gold debt.
Venture Capital
Advised Synchron Australia Pty Ltd, on its US$37 million investment by the National Reconstruction Fund Corporation.
Representing Smart Urban Properties Australia Limited in its raising of Secured Convertible Notes.
Representing Internet 2.0 Pty Ltd in a funding round led by Bondi Partners and Ellerston Capital.
Represented Australia-based Yumbah Aquaculture Limited, a shellfish aquaculture company, in an underwritten entitlement offer of AU$40 million.
Representing Cannatrek Limited in conducting an AU$13 million capital raising led by River Capital, and a sell down of the CannTrust stake in Cannatrek.
Advising Cricket Australia, the Australian men’s national cricket team, in an equity investment with the Australian Cricketers’ Association (ACA) into Rario, an India-based global cricket NFT platform.
Acting for ThinkMarkets, a multiasset online brokerage, on raising US$10 million in the form of convertible notes.
Representing BirdDog Australia Pty Ltd in its AU$13.75 million pre-IPO convertible note funding.
Advising b.energy on its AU$10 million convertible note pre-IPO funding round
Advising Cannatrek Ltd on its private placement of AU$10 million.
Public Mergers and Acquisitions
Represented Cannatrek Ltd., one of Australia’s leading medicinal cannabis companies, in a Federal Court of Australia-approved Scheme of Arrangement with Little Green Pharma Ltd. (ASX: LGP), an Australian-owned medicinal cannabis manufacturer. On implementation, LGP and Cannatrek created one of the largest integrated medicinal cannabis businesses in Australia.
Advised Yumbah Aquaculture Limited, a shellfish aquaculture company, on the takeover of Clean Seas Food Limited (ASX: CSS) by way of court approved scheme of arrangement and assumption of debt.
Represented Yumbah Aquaculture Limited in an all cash, off-market takeover offer for all securities in East 33 Limited (ASX: E33).
Represented Australia-based Yumbah Aquaculture Ltd, a shellfish aquaculture company, in its whitewash takeover of E33 Limited to increase its stake to 56%.
Represented Melbourne, Australia-based Security Matters Limited (ASX: SMX), a security software development company, in its acquisition by Empatan Limited and Lionheart III SPAC Corporation in a scrip-for-scrip scheme of arrangement which valued SMX at US$200 million and culminated in a de-SPAC transaction listing Security Matters on the NASDAQ.
Private Mergers and Acquisitions
Represented Research Corporation Pty Limited atf the Anthony Hall Family Trust in the merger of Fogarty Wine Group, Fogarty Hall Wine Group and Pressing Matters and capital raising for expansion capital, involving several SHNW individuals and Laguna Bay.
Represented Nathan River Resources Pte Ltd in its merger of interests, raising of debt and equity involving Salmon Capital, Hamilton Investments and Glencore in relation to the Roper Bar Iron Ore Mine in the Northern Territory, Australia.
Advised Ektimo Pty Ltd in its sale of 70% of the shares in the company to PEMBA Private Equity.
Represented Metgasco Limited (ASX: MEL) in its sales agreement with Vintage Energy Limited (ASX: VEN) to purchase the Metagasco interests in various petroleum licences.
Acted for Fredon Industries Pty Ltd, provider of engineering, construction and facilities services in its pre-sale restructure and sale to NRW Holdings Limited (ASX: NWH) for AU$245 million.
Assisted Island Pharmaceuticals Limited (ASX: ILA), an Australian drug research and repurposing company, in an asset purchase agreement for the Galidesivir Program from BioCryst Pharmaceuticals Inc. (NASDAQ: BCRX).
Represented Smart Urban Properties Australia Limited, an IFM-backed company in its management buyout by the management of SUPA Tech.
Represented Cannatrek Ltd., one of Australia’s leading medicinal cannabis companies, in its acquisition of Heyday RX’s product business, a pioneer in the cannabis industry.
Acted for Pact Group Industries (ANZ) Pty Ltd (ASX: PGH), a leader in the circular economy industry, in the sale of its shares in the VRM business to CRH Plc.
Represented the Fogarty Wine Group, in its acquisition of Taltarni, a Victoria, Australia-based winemaker and vineyard business, and Clover Hill, a Tasmania, Australia-headquartered winemaker and vineyard business.
Acted for Generation Development Group Limited (ASX: GDG), an Australia-based investment company, in its acquisition of the remaining 61.9% of Lonsec's fully funded diluted share capital for AU$197.4 million.
Represented Toys R Us ANZ Limited (ASX: TOY) in its acquisition of the key assets of 50-year-old arts and crafts retail brand RIOT and secured convertible note and debt funding from a US-based investment fund managed by C/M Capital Partners, LP.
Acted for Smart Urban Properties Australia in the AU$50 million partial acquisition by Global Institutional Investment Manager, IFM Investors.
Represented Australia-based Yumbah Acquaculture Limited, a shellfish aquaculture company, in its acquisition of Australia-based St Helen's Oyster Farm.
Represented AWN Food and Fibre Holdings Pty Ltd in the acquisition of a minority stake in Dyson Jones (WA) Pty Ltd.
Represented Vocus Group Limited in its acquisition of Challenge Networks.
Acted for the vendors of Imaging Independently Peninsula, a provider of medical imaging care, in its sale to private equity-backed Imaging Associates.
Represented Smart Urban Properties Australia Limited in its acquisition of SUPA Technologies, connecX and Fiber Asset Management.
Representing Macarthur National Ltd in a scrip-for-scrip acquisition of a number of long day care centers and a retirement village and a simultaneous AU$10.6 million capital raise. The value of the acquisitions and capital raised was AU$43.1 million.
Representing Australia-based Countrywide Renewable Hydrogen Limited in its acquisition by ReNu Energy Limited (ASX: RNE), a renewables company.
Representing Titomic Limited (ASX: TTT) on its acquisition of Dycomet Europe B.V.
Representing Titomic Limited’s (ASX: TTT) subsidiary, Titomic USA, Inc., in its acquisition of the business, Tri-D Dynamics Inc.
Representing Yumbah Aquaculture Ltd in connection with its acquisition of all the shares in Cameron of Tasmania Pty Ltd, an oyster farming concern, for AU$20 million in cash and shares.
Advising Balance Internet Pty Ltd on all legal aspects of its sale to Publicis Group S.A.
Advised a fully licensed Australian vertically integrated medicinal cannabis enterprise on its joint venture and equity deal with an Australian health and beauty company.
