LEXPERT MAGAZINE
|
JULY/AUGUST 2017 19
INDUSTRY ANALYSIS
|
CORPORATE TRANSACTIONS OF IMPORTANCE
|
Oil & Gas Oil & Gas
5
Oil & Gas
3
Energy & Power
Consumer Services Energy & Power Pipelines
Aerospace & Defence Automotive Materials
Utilities Financials
Media & Entertainment Recreation & Leisure Advertising
2
High Tech
1
Materials
Consumer Services Energy & Power Pipelines
Aerospace & Defence Automotive Materials
Utilities
Media &
TRANSACTION VITALS
ANNOUNCED: 2/23/2017
CLOSED: 5/1/2017
TECHNIQUE: PLAN OF ARRANGEMENT
ATTITUDE: FRIENDLY
ACQUIRER TYPE: US ACQUIRER
SOUGHT: 100%
JOHN CIARDULLO
STIKEMAN ELLIOTT LLP
(FOR VECTOR CAPITAL
AND SABA SOFTWARE INC.)
EDWARD VANDENBERG
OSLER, HOSKIN
& HARCOURT LLP
(FOR HALOGEN SOFTWARE)
MICHAEL GANS
BLAKE, CASSELS & GRAYDON LLP
(FOR MICHAEL SLAUNWHITE,
SHAREHOLDER)
BARRY REITER
BENNETT JONES LLP
(FOR THE SPECIAL
COMMITTEE OF HALOGEN)
On May 1, 2017, all of the issued and outstanding common shares
of Halogen Soware Inc. (Halogen) were acquired by Saba Soware
Inc. (Saba), Vector Capital and its affiliates (Vector), and Michael
Slaunwhite, Halogen's founder, executive chairman and largest share-
holder. e acquisition was completed by a plan of arrangement un-
der the Business Corporations Act (Ontario).
Stikeman Elliott LLP acted as counsel to Vector and Saba with
a team comprising John Ciardullo, J.R. Laffin, Omar Soliman and
Christian Brands (M&A), Dean Kraus and Éric Lévesque (tax),
Justin Parappally and Slavica Stojimirovic (banking), Shawn Smith
(technology), Alex Rose (litigation), Michael Kilby (competition),
Ryan Sheahan (IP), Kathleen Chevalier (employment), and Natasha
VandenHoven and Aiden Talai (benefits).
Paul Hastings LLP acted as US M&A counsel to Vector and Saba
with a team comprising Steve Camahort, Dana Kromm, Yoav Sim-
choni and Jonathan Williams (M&A), Ziemowit Smulkowski and
Noah Metz (tax), Daniel Stellenberg and M'Alyssa Mecenas (employ-
ment), Laura Yip and Annie Su (IP), Andrew Erber (privacy/data
security), Hart Holden (competition), and Scott Flicker and Lauren
Greenbacker (export control).
Shearman & Sterling LLP acted as US financing counsel to Vec-
tor and Saba with a team comprising Gus Atiyah, Nathan Wood and
Frank Oliver.
Osler, Hoskin & Harcourt LLP acted as counsel to Halogen
with a team comprising Ed Vandenberg, Doug Bryce and Natasha
Gould (corporate), Alain Fournier (tax), Shuli Rodal (competition)
and Raphael Eghan (litigation).
Blake, Cassels & Graydon LLP acted as counsel to Michael
Slaunwhite with a team comprising Michael Gans, Richard Turner,
Hugh Goodday and Kendall Grant (M&A) and Paul Stepak (tax).
Bennett Jones LLP acted as counsel to the special committee of
the board of directors of Halogen with a team comprising Barry Re-
iter, Jonathan Ip, Jesslyn Maurier and Christopher Travascio (corpo-
rate governance and M&A) and Joseph Blinick (litigation).
Torys LLP acted as Canadian counsel to the lenders with a team
comprising Adam Delean and Adrienne Love (lending), and John
Emanoilidis and Jamie Becker (corporate/M&A).
Consumer Services Energy & Power Pipelines
Aerospace & Defence Automotive Materials
Utilities Financials Health Research
Media & Entertainment Recreation & Leisure Advertising & Marketing
E-Commerce Construction & Engineering
Consumer Staples
ENBRIDGE AND SPECTRA
ENERGY COMPLETE $37B MERGER
CLOSING DATE: FEBRUARY 27, 2017
Enbridge Inc. (Enbridge) completed its stock-for-stock transaction
with Spectra Energy Corp. (Spectra Energy), creating North Ameri-
ca's largest energy infrastructure company with an enterprise value of
approximately $165 billion. e transaction valued Spectra Energy's
VECTOR CAPITAL COMPLETES $293M
ACQUISITION OF HALOGEN SOFTWARE INC.
