LEXPERT MAGAZINE
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MARCH/APRIL 2018 17
INDUSTRY ANALYSIS
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CORPORATE TRANSACTIONS OF IMPORTANCE
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5
Metals & Mining
3
Oil & Gas
Oil & Gas Oil & Gas Oil & Gas
3
Energy & Power
Consumer Services Energy & Power Pipelines
Aerospace & Defence Automotive Materials
Utilities
Media & Entertainment
3
Construction & Engineering
Pipelines
Materials
Utilities Financials Health Research
Media & Entertainment Recreation & Leisure Advertising & Marketing
E-Commerce Construction & Engineering
Consumer Staples
TRANSACTION VITALS
ANNOUNCED: 11/30/2017
CLOSED: 3/21/2016
TECHNIQUE: STOCK SWAP
ACQUIRER TYPE: DOMESTIC ACQUIRER
SOUGHT: 100% VALUE: $940 MILLION
STUART MONEY
BURNET, DUCKWORTH
& PALMER LLP
(FOR WHITECAP
RESOURCES INC.)
GEORGE ANTONOPOULOS
DENTONS CANADA LLP
(FOR CENOVUS
ENERGY INC.)
SONY GILL
MCCARTHY TÉTRAULT LLP
(FOR THE UNDERWRITERS)
On December 14, 2017, Whitecap Resources Inc. (Whitecap), an
oil-weighted growth company based in Calgary, closed the acquisi-
tion of high quality light oil assets in southeast Saskatchewan for ap-
proximately $940 million, from Cenovus Energy Inc. (Cenovus), an
integrated Canadian oil company.
Concurrent with the closing of the acquisition, Whitecap's bor-
rowing base was increased to $1.7 billion from $1.3 billion. e acqui-
sition was partially funded through a $92.5 million non-brokered pri-
vate placement and a concurrent $332.5 million bought deal equity
financing which closed on December 4, 2017, and was co-led by Na-
tional Bank Financial Inc. and TD Securities Inc. (the Underwriters).
Whitecap was represented by Burnet, Duckworth & Palmer
LLP. e BDP team was composed of Stuart Money, Brittney
LaBranche and Randon Slaney (energy), Shannon Gangl, Sylvie
Welsh and Riley O'Brien (securities), Heather DiGregorio and Bran-
don Holden (tax), Nancy Smith and Nicole Chorley (banking) and
Gina Ross (employment).
Cenovus was represented by its in-house legal team of Geoff
Paskuski (Associate General Counsel), Tamar Epstein (Associate
General Counsel), Suzanne Smith (Associate General Counsel)
and Amy Gillespie (Senior Legal Counsel). Dentons Canada LLP
was external counsel to Cenovus Energy, with a team composed of
George Antonopoulos, Michael Hurst, Courtney Burton, Gordon
Tarnowsky, QC (energy), Barry Zalmanowitz, Simon Kupi (com-
petition), Matthew Potts (real estate) and Barbara Johnston (labour
and employment).
e Underwriters were represented by McCarthy Tétrault LLP
by a team composed of Sony Gill, Gordon Cameron and Ben Lay-
ton (securities).
ORLA MINING ACQUIRES
GOLDCORP'S CAMINO ROJO PROJECT
CLOSING DATE: NOVEMBER 7, 2017
Orla Mining Ltd. (Orla) (TSX-V: OLA) acquired the Camino Rojo
Project, a gold and silver oxide heap leach project located in Zacatecas
State, Mexico from Goldcorp Inc. (TSX: G, NYSE: GG) (Goldcorp)
for 31.9 million common shares of Orla (a 19.88-per-cent interest in
Orla) and a 2-per-cent net smelter royalty. Orla and Goldcorp have
also entered into an option agreement regarding the potential devel-
opment of multiple sulphide operations at Camino Rojo in which
Goldcorp will, subject to the applicable sulphide project meeting cer-
tain thresholds, have an option to acquire a 60-per-cent or 70-per-cent
interest in the applicable sulphide projects.
Orla Mining is a mineral exploration company led by a group of sea-
soned mining executives with strong financial backing. Orla's focus is
Oil & Gas
WHITECAP RESOURCES INC. ACQUIRES LIGHT OIL
ASSETS FROM CENOVUS ENERGY INC., COMPLETES
FINANCING AND INCREASES CREDIT FACILITIES