Two iconic Australian brands return home.
KPA Lawyers is proud to have advised Gray-Nicolls Sports, a long-standing client of the firm, on its strategic acquisition of Sherrin and Spalding from Russell Corp Australia, a subsidiary of Fruit of the Loom (a Berkshire Hathaway company).
Sherrin and Spalding are two of Australia’s most iconic and trusted sporting brands. Founded in Collingwood in 1880, Sherrin has been part of Australian rules football for more than 145 years and remains the official ball of the AFL. Spalding holds major basketball partnerships across the country, including with the National Basketball League (NBL) and has been a household name in Basketball since 1876.
Gray-Nicolls Sports is one of Australia’s leading multi-sport sporting goods businesses, with a portfolio that includes Gray-Nicolls, Steeden, Gilbert and Yonex. The acquisition is a natural fit, aligning with the company’s heritage brands and existing manufacturing and distribution base. Importantly, it marks the return of Sherrin to Australian ownership for the first time in approximately 20 years.
What the work looked like.
A transaction of this size and cultural profile carries more than the usual moving parts. KPA Lawyers led the legal workstream end-to-end, from initial structuring through to completion, while managing the commercial and stakeholder considerations that come with acquiring brands of this stature.
Transaction structure and execution
- Legal due diligence on Russell Corp Australia across corporate, commercial, IP, employment, property and regulatory matters
- Drafting and negotiating the acquisition agreement, including warranties, indemnities, conditions precedent and disclosure schedules
- Coordinating with the client’s tax and accounting advisers on transaction structuring
- Advising our client on the new merger reforms
- Managing closing mechanics, completion deliverables and post-completion adjustments
Brand, intellectual property and licensing rights
- Assignment and registration of the Sherrin trademarks and associated brand IP to the new owner
- Transfer of the exclusive Spalding manufacturing and distribution rights for Australia and New Zealand
- Protection of brand goodwill and the integrity of long-established marks central to the value of the assets
Key contracts and stakeholder relationships
- Managing the change-of-control and novation arrangements under the AFL supply agreement, ensuring continuity of Sherrin’s role as the official ball of the AFL.
- Equivalent treatment of Spalding’s National Basketball League (NBL) partnership and other major commercial sponsorship and supply agreements
- Liaison with manufacturing, distribution and licensing counterparties to ensure smooth transition of supplier and partner relationships across the broader brand portfolio
Commenting on the transaction, Ray Purcell, Director & Principal of KPA Lawyers, said:
Gray-Nicolls and the Gray family have been long-standing clients of KPA Lawyers, and it was a privilege to partner with them once again on a transaction of real significance for the Australian sporting market. This outcome showcases KPA Lawyers’ ability to advise on and coordinate complex high-profile transactions.
Led by KPA Lawyers’ Corporate M&A team
The KPA Lawyers team advising Gray-Nicolls Sports was led by Ray Purcell, Director & Principal and Zaid Mohseni, Special Counsel, Corporate M&A.
Why our clients keep coming back.
Tight teams, clear ownership
We keep our transaction teams deliberately tight. That means no duplication of work, no confusion about who owns what, and a clear point of contact for you at every step. You always know who is doing what, and why.
The right lawyer for the right task
We use a team of lawyers to produce your work product, including senior lawyers with specialist experience across M&A, employment, leasing and the other areas a typical transaction touches. No single senior lawyer is an expert in all of these. Junior lawyers and law clerks handle the tasks that do not need senior time, so you are not paying senior rates for work that does not need them.
Early engagement. Fewer surprises.
We typically reach out to the law firm on the purchaser’s side of a transaction early in the process to circumvent unnecessary positioning outside of the usual parameters on which a transaction of this nature should occur. By doing that we are usually able to save substantial time and cost and avoid uncommercial discussions later in the deal.
Built on long-term relationships
We are regularly re-engaged by our clients and our referrers due to the care we take to build a relationship of trust.
Considering selling or buying a business?
Speak directly with our M&A team. We will give you a candid view on whether we can add value to your transaction, and what the process is likely to look like, with no obligation.
