LEXPERT MAGAZINE
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OCTOBER 2017 21
INDUSTRY ANALYSIS
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CORPORATE TRANSACTIONS OF IMPORTANCE
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E-Commerce Construction & Engineering
Consumer Staples
3
Construction & Engineering
2
Consumer Staples
Utilities Financials Health Research
Entertainment Recreation & Leisure Advertising & Marketing
E-Commerce Construction & Engineering
Consumer Staples
1
Materials
Consumer Services Energy & Power Pipelines
Aerospace & Defence Automotive Materials
Utilities Financials
Media & Entertainment Recreation & Leisure
1
Oil & Gas
Oil & Gas Oil & Gas Oil & Gas
sel to Bedrock with a team that included Mario Forte.
Goodmans LLP represented the Superintendent of Financial Ser-
vices as Administrator of the Pension Benefits Guarantee Fund, and
the Province of Ontario as restructuring and corporate counsel, with
a team that included Gale Rubenstein, Melaney Wagner, Ryan Baul-
ke and John Alton (restructuring and pensions), Daniel Gormley
(corporate), Carrie Smit (tax), Ira Barkin (real estate), Mark Blidner
(municipal assessment), and Alan Mark, Peter Ruby, Tamryn Jacob-
son and Jesse-Ross Cohen (litigation).
e Superintendent of Financial Services was represented in-house
by Barbara Austin, Mark Bailey and Anne Slivinskas. e Ministry
of Finance was represented in-house by Shemin Manji. e Ministry
of the Environment and Climate Change was represented in-house
by Nadine Harris, Justin Jacob and Lauren Sasaki.
ornton Grout Finnigan LLP acted as restructuring counsel to
USS with a team that included Bob ornton, Leanne Williams and
Mitch Grossell.
Wildeboer Dellelce LLP acted as corporate counsel to USS with
a team that included Perry Dellelce, James Brown, Julie Anderson
and Amir Torabi (corporate) and John Kutkevicius (tax).
Blake, Cassels & Graydon LLP acted as lead trial counsel for
USS with a team that included Michael Barrack (restructuring & in-
solvency, litigation), Jeff Galway (litigation), Linc Rogers (restructur-
ing & insolvency), Anne Glover (inSource), Max Shapiro (litigation)
and Kiran Patel (litigation).
USS was represented in-house by Tim Cornetti, Mark Furry and
Scotland Duncan.
Stikeman Elliott LLP acted as counsel to United States Steel and
Carnegie Pension Fund with a team that included Elizabeth Pillon
and Natasha vandenHoven.
Paliare Roland Rosenberg Rothstein LLP acted as counsel to
the United Steel, Paper and Forestry, Rubber, Manufacturing, En-
ergy, Allied Industrial and Service Workers International Union (the
USW) with a team that included Ken Rosenberg, Lily Harmer, Max
Starnino, Karen Jones, Emily Lawrence, Gord Capern, Kris Borg-
Olivier and Denise Cooney.
Davies Ward Phillips & Vineberg LLP acted as special coun-
sel to the USW with a team that included Jay Swartz and Anthony
Spadaro (financial restructuring & insolvency), Gabriella Lombardi,
Steven Willard and Pawel Mielcarek (commercial real estate), Sarah
Powell (environmental), Christopher Anderson (tax) and Jessica
Bullock (pension).
Cavalluzzo Shilton McIntyre Cornish LLP acted as counsel to
USW Local 1005 with a team that included Tracey Henry, Michael
Wright and Amanda Darrach.
Inch Hammond Professional Corporation acted as counsel to
USW Local 1005 throughout the proceedings, with a team that in-
cluded Sharon White, John Hammond and Andrew Pelletier.
Koskie Minsky LLP acted as court-appointed representative
counsel to current and former salaried employees of Stelco with a
team that included Andrew Hatnay, Barbara Walancik, George
Dzuro, James Harnum and Amy Tang.
Osler, Hoskin & Harcourt LLP acted as counsel to the DIP
lender, Brookfield Capital Partners Ltd., with a team that included
Patrick Riesterer and Sandra Abitan (restructuring & insolvency)
and Waleed Malik (litigation).
Norton Rose Fulbright Canada LLP acted as counsel to Wells
Fargo, the exit ABL lender, with a team that included David Amato,
Serge Levy, Karen Galpern, Evan Cobb, Matthew Lippa, Denise
Gan, Lauren Day, Victoria Riley, Riccardo Lento, Martin Rochette
(pensions), John Naccarato, Oliver Moore and Matthew Perron (real
estate), Janet Bobechko (environmental), Barry Segal (tax), Kevin
Ackhurst (competition) and Lisa Cabel (employment).
Oil & Gas Oil & Gas Oil & Gas
CANADIAN NATURAL ACQUIRES
ATHABASCA OIL SANDS PROJECT
INTERESTS FROM SHELL, COMPLETES
JOINT ACQUISITION OF MARATHON
OIL WITH SHELL
CLOSING DATE: MAY 31, 2017
On May 31, 2017, Canadian Natural Resources Ltd. (Canadian Nat-
ural) completed two previously announced agreements to acquire oil
sands assets from Shell Canada Energy, Shell Canada Ltd. and Shell
Canada Resources (Shell) and, with a subsidiary of Shell, to jointly ac-
quire Marathon Oil Canada Corp. (MOCC). Under the first agree-
ment, a subsidiary of Canadian Natural completed the acquisition
of Shell's entire 60-per-cent interest in Athabasca Oil Sands Project
(AOSP), its 100-per-cent interest in the Peace River Complex in-situ
assets, including Carmon Creek, and a number of undeveloped oil
sands leases in Alberta.
e consideration to Shell from Canadian Natural was approxi-
mately $11.1 billion, comprising $7.2 billion in cash plus 97,560,975
common shares of Canadian Natural valued at $3.9 billion at the date
of closing. Separately and under the second agreement, Canadian
Natural and a Shell subsidiary have completed the joint acquisition
and now own equally MOCC, which holds a 20-per-cent interest in
AOSP, from an affiliate of Marathon Oil Corp. for US$2.5 billion
(US$1.25 billion each). On completion of the acquisition, the respec-
