👋 G’day
Welcome back to another day of insights
Today’s brief:
Ashurst Perkins Coie tie-up confirmed
Harvey partners with Universities
Jones Day nabs another hire
WORD ON THE STREET
Ashurst’s $2.7bn US merger

Ashurst is set to merge with Perkins Coie, creating Ashurst Perkins Coie, a US$2.7bn global giant with 3,000 lawyers across 52 offices. It’s the long-awaited U.S. foothold Ashurst has chased for decades, pairing its international platform with Perkins Coie’s tech-heavy West Coast base. The combined firm would land squarely in the global top 20. Here’s your rundown: Point Blank
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Harvey is rolling out its law-school program across the UK, partnering with Oxford, King’s, BPP and ULaw, giving students full access to its legal-AI tools. It comes as KCL launches a world-first AI Literacy Programme with Harvey, Legora, Luminance and Lucio, signalling a rapid shift in how future lawyers are trained straight out of University: NB
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Norton Rose Fulbright’s break-up with its South African offices exposes the fragility of Swiss vereins structures — they may look unified on paper, but can crack under pressure. Months of tension over referrals, visibility and leadership have ended with South Africa going solo, leaving NRF without a presence in the region. It’s a cautionary tale for every global firm tied together by one brand, two balance sheets: Law.com
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Jones Day has poached Benjamin Downie from Allens, adding a 24-year financial markets veteran to its Sydney team. Downie advises banks, PE funds and sponsors on everything from structured credit to auto finance programs, joining a 320-lawyer global practice that’s closed $1tn+ in deals over five years: Point Blank
PRACTICE POINTS
Control clause, no trigger
Corporate/Property: The Victorian Tribunal considered the validity of a “change of control” in a retail lease context. In San Remo Australia v San Remo Holdings, a 51% share transfer made one shareholder the sole owner, but the Tribunal found no practical change in control because he had been running the business since 2014 as the other shareholder’s health declined. Leaning on s 50AA of the Corps Act and cases stressing practical influence over formal ownership, VCAT said “change of control” clauses exist to protect landlords from material risk changes, not internal corporate tidy-ups. And so, there had been no change to the substantive control of the tenant at a practical or operational level. Even if control had changed, the landlord’s refusal of consent was unreasonable under the Retail Leases Act, as the business, guarantor, and financial position remained unchanged.
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Insolvency: The NSW District Court has confirmed that the COVID-19 safe harbour won’t shield directors if the company was already insolvent before the relief period began. In Preiner v Shin, Sorenzo’s fine-dining group had been collapsing since 2019—tax debts, near-empty accounts and a landlord lock-out that left it unable to trade. The director argued the 25 Mar-31 Dec 2020 safe harbour suspended insolvent-trading liability, but the Court said you can’t backdate solvency. To rely on the protection, directors must prove a reasonable possibility of solvency and that debts were incurred in the ordinary course of business. Here, Sorenzo wasn’t even trading. The decision is a reminder that COVID safe harbour wasn’t a free ride for companies already underwater: Corrs Chambers Westgarth
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Corporate/FIRB: Golden shares are back on the menu, with governments using special veto rights to lock in control over strategic assets while still tapping private capital. Some examples include Trump’s “non-economic” golden share in US Steel and the Commonwealth’s sovereign share in Austal’s defence shipbuilding arm. Bidders are now offering golden shares as a bargaining chip to win FIRB and political support. But there’s a trade-off: the more bidders reserve to appease governments, the lower the takeover premium. On the target side, golden shares are now a defensive tool. Austal’s sovereign share gives the Commonwealth veto rights, information rights and a call option if a third party moves on the defence shipbuilder, flipping the model from state intervention to state-backed capital protection. And with geopolitics driving deeper intervention, dealmakers should expect golden shares to feature far more in complex transactions: KWM
TALKING POINTS
Hanson appeals

Pauline Hanson is appealing a ruling that her “pack your bags and piss off back to Pakistan” tweet at Greens senator Mehreen Faruqi was racist. Her lawyer says the comments — “unfit for an afternoon tea” — were still not racist and shouldn’t be judged from an “ivory tower”. The appeal hearing continues: The Guardian
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NSW is moving to dramatically toughen penalties for real estate agents who underquote — already illegal under the current law, which bans giving buyers a price lower than the seller has agreed to. Fines will jump from $22,000 to $110,000 or triple the commission (whichever is greater). The reform will also name and shame offenders and require disclosure on how prices were set: TDA
TREASURY TUESDAY

ASX as at market close. Commodities and crypto in USD.
DEAL ROOM
Amazon taps $18.4bn
Amazon is raising $18.4bn in its first USD bond deal in three years as tech giants race to fund AI infrastructure. The six-part investment-grade issue, led by Goldman, JPMorgan and Morgan Stanley, follows mega-raises by Alphabet, Meta and Oracle: AFR
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NAB: may be the frontrunner for HSBC’s $33bn mortgage and $19bn deposit book, but Macquarie is still circling as the London HQ weighs its next move. No binding bids are in, and HSBC could still walk away or run off the book itself. A decision is expected in the coming weeks, with any deal likely in 2026: AFR
SECTOR SPECIFIC
Bezos’ new startup

🚜 DIGGERS
Meet the Aussie startup that raised $925k to build Australia’s first non-China refining capability for gallium and germanium, two minerals Beijing dominates. Recovering them from tailings, Gega Elements says its process is cheaper and greener, positioning Australia to supply semiconductors, AI and defence markets hungry for diversification: Capital Brief
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Rio Tinto is adding new surcharges to aluminium shipped into the US, piling pressure on a market already distorted by Trump’s 50% import tariffs. With domestic stockpiles collapsing and the Midwest premium at record highs, US buyers are now paying more than a 70% premium over LME prices: Bloomberg
🏦 FIN
Activist investors say Westpac is going soft on big emitters, after giving 91% of fossil-fuel clients “credible” transition ratings while downplaying Scope 3. Critics argue that the shift allows the bank to continue backing oil and gas expansion despite its net-zero pledge. With protest resolutions looming at December’s AGM, Westpac’s climate credibility is on the line: AFR
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Bankruptcies have jumped to 12,257, the highest since COVID, with AFSA warning a surge in bad car loans and personal debts is pushing vulnerable Australians under. ASIC says almost half of car-loan defaults happen within six months and has threatened to sue predatory lenders: The Australian
🏠 RETAIL & REAL ESTATE
John Holland and the CFMEU have torn up deals that required the builder to use only three labour-hire firms on two major NSW projects, after ACCC concerns the agreements shut out competitors. The builder agreed to avoid similar union pacts in future, run competition-law checks on agreements and train staff, after cooperating fully with the watchdog’s probe: ACCC
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Amazon, Temu and Shein are on track to control 36% of Aussie online retail by 2026, raking in more than $18bn as their price war deepens. Analysts say retailers now need scale or a niche to survive. Mid-market players like Big W, Myer and JB Hi-Fi accessories face the biggest squeeze: AFR
📱 TECH & STARTUPS
Apple’s new Issey Miyake-designed iPhone Pocket, a $350 cloth sling mocked online as peak tech absurdity, has already sold out worldwide. Fans snapped up the 3D-knitted wearable phone pouch in minutes. Critics call it tone-deaf in a tough economy, but Miyake loyalists say it’s a fashion collectible: AFR
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Jeff Bezos is launching Project Prometheus, a US$6.2bn-backed AI startup that instantly becomes one of the world’s best-funded early-stage ventures. The hush-hush outfit, now nearly 100 staff deep, is building AI that learns from the physical world to transform engineering, aerospace and manufacturing. Talent has already been poached from OpenAI, DeepMind and Meta: Capital Brief
JOB OPPORTUNITIES
P.S.

Till next time,
-Team PB


