Deanna Constable

Deanna is dedicated to servicing corporate clients with their strategic, M&A, governance and compliance needs. Clients appreciate her ability to get to the point, find common ground between parties and deliver a solution, a skill she honed during her years of experience leading an in-house legal team.

Deanna also leads our Japan client group and works seamlessly with foreign investors navigating their acquisition and establishment activities in Australia.

Experience

Deanna is highly capable, at ease with complexity and easy to work with. She is a trusted partner to her clients and well-regarded by her peers. She has been consistently recognised in the annual peer-reviewed Best Lawyers in Australia list since 2020.

Deanna works across industries but has a keen interest and experience in the start-up/scale up, technology and resources sectors. In her extensive practice she has successfully closed M&A transactions for sophisticated financial services clients through to SME and foreign clients requiring a patient and thoughtful lawyer. She is also skilled in documenting commercial contracts, including corporate governance agreements, operational contracts and licensing arrangements.

Deanna's areas of expertise include:

• mid to large-scale corporate and asset M&A
• supporting start-up and scale-up entities from establishment through to exit
• private capital raising advice and execution
• corporate governance and general corporate compliance
• commercial contract drafting (including incorporated and unincorporated joint ventures, commercial agreements, commodity supply agreements and other major contracts)
• contract review and negotiation
• contract dispute resolution.

Career highlights

M&A

Deanna's experience includes advising:

• Kent Corporation in its acquisition from PE and founder owners of the Australian and international food manufacturing and distribution business of Frosty Boy
• Assurant Services Australia, a US owned integrated warranty insurance provider, on its acquisition of the TIC Group (reverse logistics business) and preparation of a suite of commercial agreements dealing with post- acquisition finance and technical services, consignment arrangements and logistics services
• Delacon Pty Ltd, a SaaS company providing call centre tracking, management and speech analysis services, in its sale to global software buyer Volaris Pty Ltd, an operating subsidiary of Constellation Software, Inc
• NursesNow, a nursing labour hire business, in selling its business to PE-backed Healthcare Australia
• Curvebeam US in its Delaware merger with Australian pre-IPO partner StraxCorp
• Centennial Coal Limited in various joint venture acquisitions in the Australian coal sector
• Fibrecycle in its dual target, tandem acquisitions in the pet food sector requiring coordination of two parallel acquisitions on a 'both or neither' basis
• a private family office acquiring a major stake in the Sydney Kings and Sydney Flames basketball licensee and, subsequently, in the formation of a joint venture and successful bid for the JV to own and operate the Women's National Basketball League
• BCA Logic, a fire engineering company, in its sale by the owners to PE-backed Jensen Hughes (UK)
• HNZ Global on transactions including its joint venture and then merger with PHI Inc., and follow-on "business as usual" work on its helicopter leasing program and other supplier contracts
• Cobalt Blue in its buy-out of its joint venture partner in the Thackaringa Joint Venture, and the resolution of various landowner negotiations
• Comfort DelGro Corporation on acquisitions in the transport sector, including of the Forest Coach Lines group (from private equity) and the Buslink group
• Aniplex Inc. (a subsidiary of Sony Music) on its acquisition of the Madman Anime Group, first as a minority owner and then outright on exercise of an option
• Tokio Marine Kiln Group in structuring and documenting its investment by convertible note into insurance technology company Evari Insure.

General Commercial

Deanna's General Commercial experience includes advising:

• Australia Post on a regular basis on key commercial agreements, including access to air side land at domestic airports and contracting arrangements for personnel at its various depots across Australia
• Kent Corporation and its Australian group (operating in food manufacturing and distribution) in all its commercial and governance matters (in the absence of their own legal team), including advising and negotiating their customer contracts with major retailer and supplier contracts, and developing their co-manufacturing agreement template
• Centennial Coal Limited in various joint venture acquisitions in the Australian coal sector and the terms of their coal sale agreements.
• Secure Parking in review and negotiation of new car part management services and equipment supply agreements, including engaging in departure table preparation and strategic advice on materiality and optional positions on all departures
• a Management & Training Corporation (US) in its initial joint venture arrangements in the Australian corrections sector and subsequent tendering structures and documentation for new government opportunities in the sector
• JOST Australia, an automobile parts developer and distributor, in a re-write of its supplier and customer contract portfolio
• Australian Rail Track Corporation in drafting and negotiating of its high-rail, long term vehicle build, hire and acquisition agreement, including vendor finance arrangements
• Assurant Services Australia, a US owned integrated warranty insurance provider, on its acquisition of the TIC Group (reverse logistics business) and preparation of a suite of commercial agreements dealing with post- acquisition finance and technical services, consignment arrangements and logistics services
• MicroTrace, developer of an X-ray measurement probe uses in the mining sector to provide live detection and reporting of micro elements in a mineral slurry, to commercialist its equipment with a third-party global distributor of mineral processing technology and equipment.