Lexpert Magazine

March 2019

Lexpert magazine features articles and columns on developments in legal practice management, deals and lawsuits of interest in Canada, the law and business issues of interest to legal professionals and businesses that purchase legal services.

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LEXPERT MAGAZINE | MARCH 2019 9 tissement Québec were represented in- house by Sébastien Berthelet and Ali El Haskouri, respectively. DE BEERS ACQUIRES PEREGRINE DIAMONDS CLOSING DATE: SEPTEMBER 12, 2018 On September 12, 2018, De Beers Canada Inc. acquired Peregrine Diamonds Ltd., a diamond exploration and development company listed on the Toronto Stock Ex- change, through a plan of arrangement. Pursuant to the transaction, De Beers ac- quired all of the issued and outstanding common shares of Peregrine Diamonds for $0.24 per share in cash, for a total equity value of approximately $107 million. De Beers is part of the De Beers Group, which is a member of Anglo-American plc. Established in 1888, De Beers Group is the world's leading diamond company with ex- pertise in the exploration, mining and mar- keting of diamonds. De Beers was advised in Canada by Fasken Martineau DuMoulin LLP with a team led by Krisztián Tóth, and that in- cluded Bradley Freelan, Mitchell aw and Florind Polo in Toronto, and Johanna Fipke in Vancouver. Peregrine Diamonds was advised by Koffman Kalef LLP, Vancouver, with a team led by Bernard Poznanski, and that in- cluded Wendy Lee and Jennifer Wriley (Se- curities and M&A), David Pedlow (Tax), Jasmin Ahmad (Litigation) and Mark Wong (Competition Law). Cassels Brock & Blackwell LLP acted for the Special Committee of the Board of Directors of Peregrine with a team that in- cluded Paul Stein, Jeff Roy, Jen Hansen and Jamie Litchen (Securities and M&A). VERTU FX LIMITED PARTNERSHIP AND BDC CAPITAL INC. COMPLETE ACQUISITION OF FIRMEX HOLDINGS INC. CLOSING DATE: FEBRUARY 1, 2019 On February 1, 2019, a company owned by Vertu FX Limited Partnership ("Vertu"), BDC Capital Inc. ("BDC") and certain members of the Firmex executive manage- ment team completed the acquisition of Firmex Holdings Inc., one of the fastest- growing and most widely used providers of virtual data rooms and secure document sharing solutions, from Novacap TMT IV, a Montréal-based private equity firm. e acquisition of Firmex supports Vertu's position as a Canadian technology private equity firm that seeks to partner with businesses that have transformational growth potential and excellent manage- ment teams and evidences BDC's goal of being a strategic partner to the country's most innovative firms. Vertu was represented by Samantha Horn, Meghan Jones and Tracey ornton (M&A), Marie Garneau and Andie Lipetz (Banking ), John Lorito, Lindsay Gwyer and Eryn Fanjoy (Tax), Alethea Au (IT), Justine Whitehead (IP), and Alex Lemoine and Lucy Carruthers (Employment) of Stikeman Elliott LLP. BDC was represented by Blake, Cassels & Graydon LLP with a team that included Kurt Sarno, Andrew Clark and Kate Pa- lumbo (M&A), Paul Stepak and Allan Gel- kopf (Tax), Wendy Mee (Privacy & Regula- tory) and Holly Reid (Employment). Firmex Management was represented by Jamie Firsten (M&A) and Michael Royal (Tax) of Goodmans LLP. Novacap was represented in-house by Josiane Turcotte, Senior Legal Counsel, by Charles Chevrette, Enda Wong, Christian Abouchaker and David Zhou (M&A), Mi- chael Ranger (Tax), Eric Friedman (Bank- ing ) and Bruce McWilliam (Technology) of McMillan LLP. Oil & Gas Oil & Gas Oil & Gas ALTAGAS SELLS CANADIAN MIDSTREAM AND POWER ASSETS TO BIRCH HILL EQUITY PARTNERS CLOSING DATE: FEBRUARY 1, 2019 On February 1, 2019, AltaGas Ltd. sold certain of its Canadian midstream and power assets to affiliates of Birch Hill Eq- uity Partners for $165 million. e sale included selected non-core smaller scale gas midstream and power assets in Canada, as well as AltaGas's commercial and industrial customer portfolio in Canada, and also in- cluded the 43.7 million shares of Tidewater Midstream and Infrastructure Inc., which AltaGas held and that were sold to Birch Hill in September 2018. Stikeman Elliott LLP acted for AltaGas with a team consisting of Kurtis Reed, Fred Erickson, Stephen Wintermute (Commer- cial), Susan Hutton and Megan MacDon- ald (Competition), Dennis Langen and Vince Light (Regulatory), Julie D'Avignon and Kevin Guenther (Tax), Cheryl Rea (Employment), Chris Nixon, Patrick Mc- Nally and Prateek Gupta (Securities). Davies Ward Phillips & Vineberg LLP acted for Birch Hill Equity Partners with a team consisting of Patrick Barry, Jennifer Grossklaus, Sarah Elharrar and Michael Ra- falovich (Commercial), Sarah Powell (En- vironmental/Regulatory), Derek Vesey and Devon Comstock (Banking ), and James Dinning (Competition). GALLAGHER BENEFIT SERVICES (CANADA) GROUP INC. ACQUIRES ACCOMPASS INC. CLOSING DATE: DECEMBER 3, 2018 On December 3, 2018, Gallagher Benefit Services (Canada) Group Inc. ("GBS Can- ada"), a subsidiary of Arthur J. Gallagher & Co. ("AJG Co") (NYSE: AJG), completed its acquisition of the Accompass entities ("Accompass"), a leading Canadian ben- efits, retirement and compensation consult- ing firm. e terms of the transaction were not disclosed. Accompass offers a full range of health and welfare, investment and retirement, executive compensation, and broad-based compensation consulting and support ser- vices to clients throughout Canada. Ac- compass's strong presence with both Toron- to-based and large national organizations further expands GBS Canada's footprint across Canada. AJC Co. is a global insurance brokerage, risk management and consulting services firm, headquartered in Rolling Meadows,

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