22 LEXPERT MAGAZINE
|
OCTOBER 2016
BIG DEALS
DEALS ANALYSIS
18
18
Total Deals Published
11
Corporate Finance
21
7
Mergers & Acquisitions
21
5
Cross-border Transactions
21
BIG DEALS
TRANSACTION VITALS
ANNOUNCED: 4/25/2016
CLOSED: 7/18/2016
TECHNIQUE: DIVESTITURE
ATTITUDE: FRIENDLY HONG KONG ACQUIRER
SOUGHT: 65%
FREDERICK ERICKSON
STIKEMAN ELLIOTT LLP
CALGARY
(FOR CKI AND PAH)
DEREK FLAMAN
TORYS LLP
CALGARY
(FOR HUSKY ENERGY)
On July 18, 2016, Cheung Kong Infrastructure Holdings Limited
(CKI) and Power Assets Holdings Limited (PAH) completed their
$1.7-billion acquisition of 65-per-cent indirect ownership interest in
select heavy oil pipeline and storage assets from Husky Energy (Hus-
ky) in Alberta and Saskatchewan, and related joint-venture, financing
and commercial arrangements.
CKI is a Hong Kong-based global infrastructure company that
holds diversified investments in energy infrastructure, transportation
infrastructure, water infrastructure, waste management, and waste-
to-energy and infrastructure-related business.
PAH is a Hong Kong-based global investor in power and utility-
related businesses with investments in electricity generation, trans-
mission and distribution, renewable energy, and energy from waste
and gas distribution.
Both CKI and PAH are companies of Li Ka-shing.
Husky Energy is among Canada's largest energy companies. It is
headquartered in Calgary, Alberta, and its common shares are pub-
licly traded on the Toronto Stock Exchange under the symbol HSE.
e acquired assets in the transaction include approximately 1,900
kilometres of pipeline in the Lloydminster region, 4.1-million barrels
of oil storage capacity at Hardisty and Lloydminster, as well as other
ancillary assets.
In addition, a new limited partnership has been formed, of which
CKI owns 16.25 per cent, PAH owns 48.75 per cent and Husky owns
35 per cent, and will remain the operator.
Cheung Kong Infrastructure Holdings and Power Assets Hold-
ings were represented by Stikeman Elliott LLP with a team that
included Frederick Erickson, Chrysten Perry, Kurtis Reed, Brandon
Leitch, Zhuo Chen (M&A, energy commercial), Brian Hansen (off-
shore arrangements), David Weekes (tax), Michael Kilby (foreign
investment), Leland Corbett and Amy Nugent (banking), Allison
Sears and David Price (energy regulatory), Michael Dyck (construc-
tion), and Catherine Grygar and Anousheh Torabi (real estate).
Husky Energy was represented by an in-house counsel team that
was led by James Girgulis, Senior Vice President, General Counsel
and Secretary, David Putnam, Managing Counsel, and David Bram-
well, Senior Counsel.
Husky was represented externally by Torys LLP with a team that
included Derek Flaman, Peter Danner, David Cuschieri and Amy
Maginley (M&A), Kevin Fougere, David Kolesar and Tyrel Hen-
derson (financing) and Omar Wakil (foreign investment); by Blake,
Cassels & Graydon LLP with a team that included Ben Rogers,
Chris Harris, Christine Yick and omas Craig; by Felesky Flynn
LLP with a team that included John Burghardt, Brett Anderson and
Matthew Kraemer; and by Dentons Canada LLP with a team that
included Bernard Roth and Simon Kupi (energy regulatory).
BMO Capital Markets, independent financial adviser and fairness
opinion provider to the Special Committee and the Board of Direc-
tors of Husky Energy, was represented by Davies Ward Phillips &
Vineberg LLP. e Davies team included Vincent Mercier and Evan
Griffith (corporate/M&A).
e Independent Committee of the Board of Husky was repre-
sented by Osler, Hoskin & Harcourt LLP. e Osler team included
Dan Kolibar, Frank Turner (M&A), Ted iessen (tax), and Janice
Buckingham and Paula Olexiuk (energy commercial).
CIBC as administrative agent and the credit agreement lenders
were represented by Norton Rose Fulbright Canada LLP. e
Norton Rose Fulbright team included Rick Borden, Wayne Fedun,
Marlow Gereluk, Dion Legge, Adam Lamoureux and Mario Babic.
COMPILED BY GENA SMITH
Oil & Gas
CHEUNG KONG INFRASTRUCTURE HOLDINGS
AND POWER ASSETS HOLDINGS ACQUIRE PARTIAL
OWNERSHIP IN ASSETS FROM HUSKY ENERGY