Lexpert Magazine

July 2019

Lexpert magazine features articles and columns on developments in legal practice management, deals and lawsuits of interest in Canada, the law and business issues of interest to legal professionals and businesses that purchase legal services.

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8 LEXPERT MAGAZINE | JULY 2019 BIG DEALS CORPORATE TRANSACTIONS OF IMPORTANCE 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 DE HAVILLAND AIRCRAFT OF CANADA LIMITED ACQUIRES DASH 8 PROGRAM FROM BOMBARDIER INC. CLOSING DATE: MAY 31, 2019 De Havilland Aircra of Canada Limited ("DHC") completed the acquisition of substantially all of the assets of the Dash 8 aircra program from Bombardier Inc. ("Bombardier") for gross proceeds of ap- proximately US$300 million. e acquisi- tion included the 100, 200 and 300 series and the in-production Q400 program. DHC is a wholly-owned subsidiary of Longview Aviation Capital Corporation ("LACC"). e Dash 8 joins LACC's com- prehensive portfolio of aircra programs, including the Twin Otter program and the DHC-1 through DHC-7 series, as well as the former Canadair CL-215, CL-215T and the CL-415 waterbomber aircra. DHC will carry on the production of Q400 aircra at the Downsview Facility in Toronto and will continue performing aer-market services for Q-Series aircra. 1,200 professionals joined DHC from Bombardier. e transaction marks the return of the de Havilland brand to the global aerospace industry. e iconic de Havilland name dates back almost 100 years and is responsible for some of the most renowned aircra in aviation history. Following the transaction, LACC is now North America's largest commercial tur- bo-prop aircra manufacturer. DHC and LACC were represented by Bennett Jones LLP with a team led by Bryan Haynes and John Lawless and which included Byron Tse, Joel Wiens, Luke Johnson and Blair Hobkirk (M&A), Sebastien Gittens and Stephen Burns (IP), Jane Helmstadter, Leonard Griffiths and Christopher Ferencz (Real Estate and En- vironmental), Carl Cunningham, John Batzel and Talia Bregman (Employment), Adam Kalbfleisch, Kyle Donnelly and Aly- sha Pannu (Competition/Antitrust), Susan Seller (Pension and Benefits) and Patrick Brennan and Nicholas Emter (Banking). Hogan Lovells International LLP act- ed as international competition counsel to DHC and LACC, with a team led by Edith Ramirez and which included Dr. Salome Cisnal de Ugarte, Robert Baldwin, Ivan Pico and Alexandra Bray. e parent of DHC and LACC was rep- resented by Goodmans LLP with a team comprising Celia Rhea, David Rosner, Jus- tine Johnston and Brendan Dean. Bombardier was represented internally by Alain Doré (Associate General Coun- sel and Head of Legal Services, Mergers and Acquisitions and Corporate Services), Geneviève Lefort (Senior Legal Counsel), Nicholas Cerminaro (Associate General Counsel), Christian Poupart (Vice Presi- dent, Legal and Contracts) and Allon Pol- lack (Senior Legal Counsel, Aerostructures & Engineering Services). Gowling WLG (Canada) LLP acted as corporate counsel to Bombardier with a team led by Faran Umar-Khitab and Ste- phen McKersie that included Parna Sabet- Stephenson, Cara Stoller, Susana Fonseca, Jessica George and Josiah Davis (M&A), Susan Rosen (Real Estate), Daniel Hay- hurst (Pensions and Benefits), Ian Mac- donald and Joseph McDonald (Competi- tion), Kevin Sartorio, Shelagh Carnegie, Selena Kim and Kristen Kilroy (Intellectu- al Property), Cynthia Elderkin and Garrett Hamel (Regulatory). Hicks Morley Ham- ilton Stewart Storie LLP acted as labour counsel to Bombardier with a team led by Simon Mortimer and including Stephanie Kalinowski and Gregory Power. HANSEN TECHNOLOGIES LIMITED ACQUIRES SIGMASYSTEMS FOR C$152.5 MILLION CLOSING DATE: MAY 31, 2019 Sigma Systems, a company majority owned by Birch Hill Equity Partners Manage- ment since 2015, was acquired by Hansen Technologies Limited, a publicly traded company listed on the Australian Stock Exchange (ASX: HSN). Sigma is the global leader in catalog-driv- en soware solutions for communications, media, and high-tech companies. It serves over 80 customers in 40 countries with its award-winning products. Sigma has offices in North and South America, Europe and Asia Pacific, with technology and integra- tion partners globally. Hansen is a global leader in billing, data management and customer care solutions for the energy, water, pay-TV, and telecom- munications industries. Hansen has offices throughout the world and servicing cus- tomers in over 80 countries. e acquisi- tion supports Hansen's scale and scope in the telecommunications sector and the cross-sell opportunities into large utilities customer base by integrating the Catalog product into energy product offerings. is acquisition represents a strategic move to further expand the depth and breadth of Hansen's global presence. McMillan LLP acted as lead counsel to Hansen with a team lead by JR Beaudrie, and including Adriana Rudensky, Philip Vineberg, Tyson Gratton and Maneesha Dakha (Corporate and M&A); Don Wa- ters and Alex Ricchetti (Finance); Casey Halladay (Competition); Andrew Stirling (Tax); Paul Boshyk (Employment); Lynd- say Wasser and Mitch Koczerginski (Priva- cy & Data Protection); Scott Martyn (Real Estate); Peter Giddens and Christie Bates (Intellectual Property). Stikeman Elliott LLP acted as lead counsel to Sigma Systems and Birch Hill Equity Partners Management with a team including D'Arcy Nordick, Evan Mar- cus, Andrew Chan, Matthew Lee, David Rossetti (Corporate and M&A); Khalfan Khalfan (Employment); Michael Laskey, Gideon Kwinter (Regulatory). Davies Ward Phillips & Vineberg LLP acted as counsel to Birch Hill Equity Partners Management and Sigma Systems in respect of banking related matters with a team led by Derek Vesey and including Adam Curran. Osler, Hoskin & Harcourt LLP acted as Canadian financial counsel to the lend- ers, Royal Bank of Canada and Australia and New Zealand Banking Group Limited, with a team led by Lisa Mantello and includ- ing Britt Sargent and Tom Budziakowski. King & Wood Mallesons acted as lead counsel to the lenders, Royal Bank of Canada and Australia and New Zealand Banking Group Limited, with a team led by Yuen-Yee Cho, and including Dale

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