PrudenceSmith

Partner

(T) + 61.2.8272.0593 (F) + 61.2.8272.0599

Prudence Smith is a highly experienced competition law practitioner who advises clients on a full range of competition regulatory law issues. She has extensive experience in merger clearance, cartel and anticompetitive conduct investigations and litigation, ACCC immunities, authorizations, and notifications of contracts affecting competition.

Prudence's background includes more than 14 years at the Australian Competition and Consumer Commission (ACCC), many of those years as an ACCC internal lawyer. She also has considerable experience in the information and evidence gathering and sharing processes of the ACCC. In particular, she was responsible, on numerous occasions, for the preparation and enforcement of statutory notices pursuant to section 155 of the competition statute and instructed on a large number of examinations. Since joining Jones Day, Prudence has assisted clients in responding to these notices, including in relation to allegations of criminal conduct.

Prudence is active in mentoring women lawyers beginning their careers, especially those focusing on competition law.

Experience

  • Horizon Global sells Asia-Pacific Business segment to Pacific Equity Partners for AU$340 million (US$233 million)Jones Day advised Horizon Global Corporation (NYSE: HZN), one of the world's leading manufacturers of branded towing, trailering, cargo management, and related accessories, on the AU$340 million (US$233 million) sale of its Australian and Asia-Pacific division to Pacific Equity Partners.
  • PTTEP acquires additional shareholding in APICO LLCJones Day represented PTT Exploration and Production Public Company Limited ("PTTEP"), a publicly listed petroleum exploration and production company based in Thailand, in connection with its subsidiary, PTTEP HK Holding Limited, acquiring an additional 39 percent stake in APICO LLC from Coastal Energy Company (Khorat) Limited.
  • KPMG Australia acquires Ferrier HodgsonJones Day advised KPMG Australia in its acquisition of Ferrier Hodgson, a leading independent restructuring, turnaround and insolvency firm in Australia.
  • USG acquired by Gebr. Knauf for $7 billionJones Day advised USG Corporation in the acquisition by Gebr. Knauf KG ("Knauf") of all of the outstanding shares of USG in a transaction valued at $7 billion.
  • Wabtec and GE Transportation merge in $11.1 billion transactionJones Day advised Wabtec Corporation in a Reverse Morris Trust merger with GE Transportation, valued at $11.1 billion.
  • Transportation company seeks advice in merger of Siemens and AlstomJones Day assisted a transportation company in relation to the merger of Siemens AG's Mobility Division with Alstom SA.
  • NASDAQ Technology AB acquires Cinnober Financial Technology ABJones Day provided antitrust advice in relation to NASDAQ Technology AB's acquisition of Cinnober Financial Technology AB.
  • Yamaha invests $150 million in Grab Holdings and forms strategic partnershipJones Day advised Yamaha Motor Co., Ltd. in connection with its $150 million investment in Grab Holdings Inc., the Singapore headquartered South East Asia-focused ride sharing, food delivery and payments platform company, and the formation of a strategic partnership between the parties to collaborate in motorcycle ride-hailing service within the Southeast Asian region with a focus on Indonesia.
  • Corporate power buyer negotiates long term power purchase agreement with greenfield wind farm developerJones Day represented a corporate power buyer in negotiating a long term power purchase arrangement with the developer of a greenfields wind farm in Australia. The arrangements included an innovative proxy revenue swap.
  • Corporate power buyer negotiates long term power purchase agreement with greenfield wind farm developerJones Day represented a corporate power buyer in negotiating a long term power purchase arrangement with the developer of a greenfields wind farm in Australia. The arrangements included an innovative proxy revenue swap.
  • Lennox International sells refrigeration businesses in Australia, New Zealand, and Asia to Beijer Ref ABJones Day advised Lennox International Inc. in the sale of its refrigeration businesses in Australia, New Zealand, and Asia to Beijer Ref AB.
  • Coronado Coal acquires Curragh coal mine in central Queensland, Australia, from Wesfarmers Limited for A$700 million (US$539 million)Jones Day advised Coronado Coal LLC in the acquisition of the Curragh coal mine in central Queensland, Australia, from Wesfarmers Limited for A$700 million (US$530 million).
  • Racing Victoria analyzes proposed merger between Tabcorp and Tatts GroupJones Day assisted Racing Victoria Limited ("Racing Victoria") in relation to an Australian Competition and Consumer Commission (“ACCC") investigation of a proposed merger between Tabcorp Holdings Limited and Tatts Group.
  • Victorian Racing Industry intervenes in Australian Competition Tribunal application by Tabcorp for approval of proposed acquisition of Tatts GroupJones Day represented the Victoria Racing Industry, consisting of Racing Victoria Limited, Harness Racing Victoria, and Greyhound Racing Victoria ("VRI") in its intervention before the Australian Competition Tribunal in the application by Tabcorp Holdings Limited for clearance of its proposed acquisition of Tatts Group.
  • AusNet Services Group appeals Australian Energy Regulator's rate case decisionJones Day is representing AusNet Services Group in proceedings before the Federal Court and before the Australian Competition Tribunal appealing the Australian Energy Regulator's 2016 decision setting electricity transmission rates.
  • Total sells Atotech to The Carlyle Group for $3.2 billionJones Day advised Total in the $3.2 billion sale of specialty chemical affiliate Atotech B.V., a global manufacturer of high technology plating solutions, to The Carlyle Group.
  • Sonic Healthcare receives antitrust counseling on Primary Health Care's acquisition of assets from HealthscopeJones Day served as antitrust counsel to Sonic Healthcare Limited before the ACCC regarding its competitor Primary Health Care Limited's completed acquisition of assets from Healthscope.
  • Procter & Gamble sells its beauty brands to Coty for $12.5 billionThe Procter & Gamble Company ("P&G") has merged its 43 beauty brands ("RMT Brands") of global salon professional hair care and color, retail hair color, cosmetics, and fine fragrance businesses, along with select hair styling brands with Coty Inc. in a Reverse Morris Trust transaction for $12.5 billion.
  • CIC Capital part of A$9.05 billion (US$6.75 billion) consortium for takeover of Asciano, one of the most complex transactions in Australia in recent times and largest deal in 2016Jones Day acted for CIC Capital Corporation on the A$9.05 billion (US$6.75 billion) takeover of rail and ports operator, Asciano, by a consortium including Brookfield, Qube Holdings, CPPIB, GIP, CIC Capital, GIC, Qatar Investment Authority, and bcIMC.
  • Sonic Healthcare acquires Adelaide Pathology PartnersJones Day provided antitrust counsel to Sonic Healthcare Limited before the ACCC during its acquisition of Adelaide Pathology Partners.
  • The following represents experience in significant matters in the public domain acquired prior to joining Jones Day.

    All matters were considered under either the Trade Practices Act 1974 (Cth) or the Competition and Consumer Act 2010 (Cth) as appropriate and all references to sections or parts are contained within these Acts.

    Media and entertainment

    Advised the ACCC in relation to the 2013 acquisition of shares in Consolidated Media Holdings by Seven Group Holdings. The acquisition was opposed by the ACCC and was considered in the context of free to air television.

    Advised the ACCC in relation to the 2012 acquisition of Austar by Foxtel. The acquisition was allowed to proceed following the acceptance of section 87B undertakings. The areas for consideration in this transaction were in relation to cable television, acquiring content, broadband, and voice telephone products.

    Advised the ACCC in relation to the 2011 proposed joint venture between Universal Studios International and Sony Pictures Home Entertainment in relation to the distribution of home entertainment product such as DVDs.

    Transport. logistics, and infrastructure

    Advised the ACCC in relation to the International Air Cargo Cartel litigation before the Federal Court of Australia. In Australia, the ACCC pursued 15 local, European, and Asian based airlines for price fixing in the Australian air cargo market. The Federal Court ordered total penalties in Australia of almost $100 million from 13 airlines. A judgment against two other airlines is outstanding.

    Advised the ACCC in relation to the 2011 application by Qantas Airways and American Airlines for authorization of a Joint Business Agreement.

    Advised the ACCC in relation to the 2010 application for authorisation by Virgin Blue and Air New Zealand of an alliance in relation to passenger services between Australia and New Zealand. The authorization was granted subject to conditions.

    Advised the ACCC in relation to the 2009 application for authorisation in relation to a joint venture between Virgin Blue, Delta, and other related airlines on trans-Pacific routes.

    Technology

    Advised the ACCC in relation to the 2011 application by NBN Co Limited (NBN Co) for authorization for particular provisions of an agreement between itself and SingTel Optus Pty Ltd and other Optus entities (Optus) to migrate Optus' hybrid fiber coaxial cable (HFC) subscribers to the national broadband network (NBN).

    Manufacturing

    Advised the ACCC in relation to a 2007 proposed joint venture between Onesteel and Smorgon Steel for the joint production of pipe and rectangular hollow section.

    Advised the ACCC in relation to the 2007 acquisition of Smorgon Steel Group Limited by OneSteel Limited. The acquisition was allowed to proceed following the ACCC’s acceptance of section 87B undertakings. This matter considered competition in respect of certain manufactured steel products, scrap metal processing, and the supply of steel product to grinding media manufacturers and mining companies.

    Retail

    Advised the ACCC in relation to its 2012/3 investigation under Part IV of shopper docket petrol discount practices of both Woolworths and Coles.

    Advised the ACCC in relation to the 2010 proposal to acquire Interfrank (Franklins) by Metcash. The matter was opposed by the ACCC. Upon the advice by Metcash that it intended to proceed with the proposed acquisition, the ACCC filed the matter in the Federal Court – ACCC v Metcash Trading Limited [2011] FCA 967. The matter was also heard by the Full Federal Court in 2011 ACCC v Metcash Trading Limited (2011) FCR 297.

    Advised the ACCC in relation to the revocation of an exclusive dealing notification by Nestle Australia Limited and the application by Nestle for review of the ACCC’s decision to the Australian Competition Tribunal in relation to Nescafe coffee imported and sold by Aldi in its supermarkets.

    Consumer products

    Advised the ACCC in relation to the 2009 proposed merger of Vodafone and Hutchison 3G in certain retail and wholesale telephony markets.

    Advised the ACCC in relation to the 2006 proposed acquisition of Wattyl by Barloworld. The proposed acquisition was opposed by the ACCC and abandoned by the parties.

    Health care

    Advised the ACCC in relation to the 2013 proposed acquisition of Sigma Pharmaceuticals by Aspen Pharmacare. The acquisition was allowed to proceed following the ACCC’s acceptance of section 87B undertakings. The areas of assessment in this matter included the provision of certain pharmaceutical products.

    Advised the ACCC in relation to the 2012 proposed acquisition of certain pathology businesses of Healthscope Limited by Sonic Healthcare. The acquisition was allowed to proceed following the ACCC’s acceptance of section 87B undertakings. The areas of assessment in this matter included the provision of pathology services in various geographic markets.

    Advised the ACCC in relation to the 2010 application for authorization by the Generic Medicines Industry Association of their code of practice. Authorization was granted on the basis of conditions.

    Advised the ACCC in relation to the 2004 proposal to acquire DCA’s radiology business by MIA. The ACCC accepted both structural and behavioral undertakings before permitting the proposal to proceed. The areas of assessment focused on various radiology or imaging services in Adelaide and areas in the Barossa.

    Advised the ACCC in relation to the 2003 acquisition of NRMA Health by MBF. The area of assessment was in respect of private health insurance.

    Safety compliance

    Advised in respect of a failure to comply with a mandatory safety standard in relation to child car safety restraints, and oversaw ministerial recall.

    Advised and conducted litigation before the Federal Court (ACCC v MHG Plastics Industries Pty Limited [1999] FCA 788) and Full Federal Court (MHG Plastic Industries Pty Limited v ACCC [2000] FCA 1069) in 1999 in respect of a failure to comply with a mandatory safety code in relation to motorcycle helmets by MHG Australia.

    Mining

    Advised the ACCC in relation to the 2010 proposed joint venture between Rio Tinto by BHP Billiton. The matter did not proceed and was considered in the context of various forms of iron ore including lump and fines.

    Advised the ACCC in relation to the 2008 proposed acquisition of Rio Tinto by BHP Billiton. The matter did not proceed and was considered in the context of various forms of iron ore including lump and fines.

    Speaking Engagements

    • March 16-17, 2017
      Brisbane General Counsel Seminar: Issues in Competition and Consumer Law – Unfair Contracts regime, the ACCC’s focus in 2017 and common competition slip ups including with notices
    • March 15, 2017
      Impacts of antitrust laws throughout ASEAN to its operations
    • September 22, 2016
      Regulation, Litigation and Enforcement - Individuals and enforcement issues
    • April, 6 2016
      Simplifying Expert Evidence to Achieve Better Results
    • May 6, 2015
      Georgetown University's Government Affairs Institute: Economics Institute for Competition Enforcement Officials
    • April 28, 2015
      Individuals and Competition Law in Australia, Japan and the United States
    • August 4, 2014
      Opportunities & Risks: Competition Law Developments in the Asia-Pacific
    • July 22, 2014
      ACCC Statutory Notices: Strategies and Tips
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