Rania Seoud

Acted for Symal Group Limited (ASX: SYL) on its successful IPO on the ASX with a market capitalisation at the time of listing of circa AU$500 million.

Represented Freightways Group Limited (NZX: FRW; ASX: FRW) in its ASX listing as an ASX Foreign Exempt Listing. Freightways was already listed on the main board of the New Zealand Stock Exchange and the ASX listing completed a dual listing strategy for the company. At the time of the ASX listing, Freightways had a market capital of approximately AU$1.6 billion.

Advised and acted in the successful initial public offering and ASX listing of a number of public companies, including but not limited to PayGroup Limited (ASX: PYG); SelfWealth Limited (ASX: SWF); Sienna Cancer Diagnostics Limited (ASX: SDX); Wattle Health Australia Limited (ASX: WHA now WNX); Adherium Limited (ASX: ADR) and Paradigm Biopharmaceutical Limited (ASX: PAR).

Acted for Gtech International Resources Ltd in its acquisition of leading healthcare company Simavita Holdings Ltd. The deal was conducted by way of a regulated scheme of arrangement, together with a contemporaneous capital raising by Simavita. Following the completion of the merger, the newly combined group undertook a CHESS Depositary Interest (CDI) IPO listing on the ASX to establish a dual listing on the TSX Venture Exchange (a Canadian stock exchange) and the ASX.

Advised on secondary capital raisings in multiple jurisdictions by numerous listed and private companies (by way of entitlement/rights issues, convertible notes, private placements, options, preference shares, share top- up plans), including Adherium Limited, Actinogen Medical Limited, Avita Medical Limited, Elixinol Wellness Limited, Genetic Technologies Limited, HitIQ Limited, Immuron Limited, Medical Developments International Limited, OncoSil Medical Limited, Prima BioMed Limited, Rhythm Biosciences Limited, Traffic Technologies Limited, Selfwealth Limited and Wattle Health Australia Limited.

Drafted and negotiated investment legal documentation, including term sheets, disclosure documents (e.g., prospectus), rights issue/entitlement offer documents (secondary raisings), subscription agreements, shareholders agreements, joint venture agreements, convertible notes, director/executive appointment documentation and underwriting agreements/lead manager mandates.

Assisted in the due diligence, restructuring and prospectus drafting for several companies in preparation for initial public offerings on the ASX and backdoor listings.

Advised on compliance for a number of underwriters on various capital raisings across multiple jurisdictions.

Represented The Sustainable Nutrition Group Limited (ASX: TSN) in its merger with Elixinol Wellness Limited (OTCMKTS: ELLXF, ASX: EXL). The merger was implemented by way of a Federal Court-approved scheme of arrangement.

Acted for Adherium Limited (ASX: ADR) in successfully defending an unsolicited off-market takeover by Respiri Limited.

Acted for Sienna Cancer Diagnostics Ltd (ASX: SDX) on a merger by way of a court-approved scheme of arrangement with BARD1 Life Sciences Ltd (ASX: BD1) (a medical technology company developing non-invasive cancer diagnostics), under which BARD1 acquired 100% of the issued share capital in Sienna.

Advised Melbourne Victory Limited in its private equity investment by the US private equity group 777 Partners MV LLC and a subsequent private equity investment by the UK investment group led by Mr Anthony Bloom.

Acted for Immuron Limited (ASX: IMC) in its minority strategic investment in a UK-based biotech company.

Acted for QSR International Pty Ltd in the sale of its Australian-based technology business to a US-based specialised technology private equity firm.

Advised on the restructure/demerger of the technology group CLEAR Dynamics Limited.

Advising private and public companies on various matters, including rights/entitlement issues, meeting documents, placements, options, warrants, capital raisings and employee share/option schemes.

Advised ASX-listed clients on Australian Corporations Act and ASX Listing Rules compliance matters, corporate governance and other regulatory issues (including share market manipulation, director/officer duties, conflicts of interest, relevant interest considerations and disclosure obligations).

Drafting and advising on various corporate governance policies, including Code of Conduct, trading, continuous disclosure, ESG and whistleblower policies.

Advised on requalification on the ASX under Chapter 1 of the ASX Listing Rules.