16 LEXPERT MAGAZINE
|
SEPTEMBER
/
OCTOBER 2018
BIG DEALS
consisting of Carl Cunningham and Talia
Bregman. orsteinssons LLP was special
counsel to First Majestic Silver Corp. on
tax law matters with a team consisting of
Michael McLaren and Michael Colborne.
Dorsey & Whitney LLP was US counsel
to First Majestic Silver Corp. with a team
consisting of Dan Miller. Todd y Asociados
S.C. was Mexican counsel to First Majestic
Silver Corp. with a team of Fernando Todd,
Jorge Garcia and José Carlos Pizaña.
Stikeman Elliott LLP was counsel to
Primero with a team consisting of Liz Breen,
Amanda Linett, Marshall Eidinger and
Cory Lastman (M&A), Peter Howard, Ash-
ley Taylor and Lee Nicholson (litigation and
insolvency), John Lorito and Lindsay Gwyer
(tax), Larry Cobb (environmental), Lanette
Wilkinson (real estate), Nancy Ramalho
and Lorna Cuthbert (employment), Natasha
Vandenhoven and Allyson Marta (pensions)
and Michael Kilby (regulatory).
Wheaton's legal team was led by Curt Ber-
nardi, Senior Vice President, Legal and Cor-
porate Secretary of Wheaton, and Tamara
Howarth, Senior Legal Counsel of Whea-
ton. Cassels Brock & Blackwell LLP acted
as external legal counsel to Wheaton with a
team consisting of Mark Bennett, Alexandra
Iliopoulos, Alexander Pizale (mining and
securities), and David Budd and Jennifer
Wasylyk (financial services).
Fasken Martineau DuMoulin LLP was
counsel to e Bank of Nova Scotia with a
team consisting of omas Meagher, Dev
Singh, Daniel Conrad and Jason McMur-
trie. Ritch, Mueller, Heather y Nicolau,
S.C. acted as Mexican counsel to e Bank
of Nova Scotia with a team consisting of
Jean Paul Farah, Gabriel Robles Beistegui,
Enrique López Scherer, María Fernanda
Ibargüengoitia and Jimena Caballero.
TRANSCONTINENTAL INC.
ACQUIRES THE BUSINESS
OF COVERIS AMERICAS
CLOSING DATE: MAY 1, 2018
On May 1, 2018, Transcontinental Inc.
(TSX: TCL.A) completed the transforma-
tional acquisition of the business of Coveris
Americas. Transcontinental is a leader in
flexible packaging in North America and
Canada's largest printer.
Coveris Americas is a leading flexible
packaging business based in Chicago.
e purchase price was approximately
$1.72 billion, subject to customary purchase
price adjustments.
To finance part of the purchase price for
the acquisition, Transcontinental completed
on April 20, 2018, a $287.5 million bought-
deal public offering of subscription receipts,
inclusive of the exercise in full of the $37.5
million over-allotment option, led by CIBC
Capital Markets and Scotiabank, and en-
tered into new credit facilities on April 25,
2018, in the amount of $400 million and
US$750 million.
Transcontinental Inc. was represented
in-house by a legal team led by Christine
Desaulniers, Isabelle Lamarre and Viktorya
Aksoy; in Canada by Stikeman Elliott LLP
with a team led by Sidney Horn, Pierre-Yves
Leduc, Vanessa Coiteux, Jérémie Ste-Marie,
Gabrielle Daoust and Luke Sinclair (M&A
and securities), Sterling Dietze, Serge Levy
and John Simpson (banking), and Franco
Gadoury and Nicholas Grenier (tax); and
in the United States by Morgan, Lewis &
Bockius LLP with a team led by Richard
Aldridge, Barbara Melby, Andrew Marini-
ello, Karen Butcher, Michael Baxter, David
Miller and Michelle Catchur (M&A), David
Sirignano and Leland Benton (securities),
Paul Gordon and Benjamin Weiss (tax) and
Harry Robins and Andrew Wellin (regula-
tory/antitrust).
Coveris Americas was represented by
Kirkland & Ellis LLP with a team led by
corporate partners Douglas Gessner, Jeremy
Liss, Matthew Arenson and Jessica Sicsu.
Coveris was represented in Canada by DLA
Piper (Canada) LLP with a team led by cor-
porate and securities partner Robert Fonn
and including Nicole Kapos (corporate),
Kevin Fritz (tax), Stephen Morris (real estate)
and Dave Spratley (IP).
e underwriters in the bought-deal pub-
lic offering and the lenders under the new
credit facilities were represented by McCar-
thy Tétrault LLP with a team led by Patrick
Boucher, Fraser Bourne, Isabelle Nazon and
Konstantin Sobolevski (securities) and Mi-
chel Deschamps, Richard O'Doherty and
Étienne Guertin (banking).
[Ed.: Please see "Transcontinental Trans-
forms" for more information about this
transaction. (July/August 2018, p. 10)]
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
SCOTIABANK COMPLETES
PURCHASE OF A MAJORITY
STAKE IN BBVA CHILE
CLOSING DATE: JULY 6, 2018
On July 6, 2018, following approvals from
the regulatory entities in Chile and Canada,
Scotiabank announced the closing of its ac-
quisition of the 68.19% interest in Banco
Bilbao Vizcaya Argentaria, Chile (BBVA
Chile), which is owned by Banco Bilbao Viz-
caya Argentaria, S.A.
Scotiabank also announced that it reached
an agreement with the Said family, a minor-
ity partner with a 31.62% stake in the BBVA
Chile, to remain invested in BBVA Chile and
to participate in the merger of the two banks.
e Said family will have a participation of
close to 25% in the merged bank.
e Bank of Nova Scotia was represented
internally by Ian Arellano, EVP and Gen-
eral Counsel, Anita Mackey, SVP and As-
sociate General Counsel, Alex MacMillan,
Senior Counsel, Strategic Transactions, and
Marita Bellido Arregui, International Le-
gal Counsel. Torys LLP provided external
support in Canada, while Carey provided
external support in Chile. e Torys team
was led by (Ricco) A.S. Bhasin and included
Cameron Koziskie, Konata Lake, Kevin
Armitage, Selam Ibrahim and Jessica He
(corporate/M&A).
Carey's team was led by partners Felipe
Moro and Cristián Eyzaguirre, with the as-
sistance of partners Claudio Lizana, Matías
Vergara and Jessica Power, and associates Fer-
nando Noriega, Manuel José Garcés, María
José Martínez, Natalia Acevedo, Nicolás
Calderón and Benjamín García.
BBVA was represented by external Span-
ish counsel Uría Menéndez led by partner
Juan Martín Perrotto, with the assistance
of partners Stephen Hess and Rafael García
and associates Alex Bircham, Arlanza Sán-
chez and Marta Giner, and external Chilean
counsel Phillippi Prietocarrioza Ferrero
DU & Uría with a team led by Juan Francis-
co Gutiérrez and included partners Andrés
Sanfuentes, Guillermo Infante and Paulina
Miranda, director Ignacio Larraín and asso-
ciates Constanza Rodríguez, Diego Bunster,
Sebastián Melero, María Luisa Marraccini,
Álvaro Espinosa, Gabriel Budnik and Juan
Ignacio Pitta.
