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28 www.lexpert.ca Big Deals McCarthy Tétrault LLP was legal counsel to OMERS on the acquisition, with a team including David Lever, Robert Hansen, Mark McEwan, Tony Zhou, Firuz Rahimi, Andrew Armstrong, Claire Gowdy (corporate), Justin Lapedus, Eric Frydrych, Noel Chow (financial services), Christine Ing, Conrad Lee, Vincent Yip (IP/IT), Raj Juneja, Stefanie Morand, Kabir Jamal (tax), Gregory Winfield, Pat Pengelly (employment and benefits) and Oliver Borgers (competi- tion). McCarthy Tétrault LLP advised Teranet Inc. with a team led by David Lever, Robert Hansen, and which included Mark McEwan, Conrad Lee, Andrew Armstrong, Christine Ing, Claire Gowdy, Tony Zhou, Mitchell Lui, Firuz Rahimi, Stefanie Morand, Gregory Winfield, Raj Juneja, Eric Frydrych, Noel Chow, Justin Lapedus, Oliver Borgers, Kabir Jamal, Vincent Yip and Patrick Pengelly. Borden Ladner Gervais LLP (BLG) was legal counsel to e Bank of Nova Scotia on the debt financing, with a team including Gus Karantzoulis, Shane Pearlman, Christine Mason, Kevin Lambie, Christopher Savo, Colin Yeo, Jason Saltzman, Vincent Frenette, Andrew Hodhod, and Claudine Millette. Blake Cassels & Graydon LLP acted as counsel to the Joint Lead Arrangers in Canada with a team comprising Michael Matheson, Neil Katz, Fabien Lanteri- Massa, Charles McRoberts, Gabriel Bastien, and Kerri Marks (banking). PAYBRIGHT ANNOUNCES $340-MILLION ACQUISITION BY AFFIRM ANNOUNCEMENT DATE: DEC. 3, 2020 On Dec. 3, 2020, PayBright Inc., a Canadian buy-now-pay-later provider, announced that it has entered into a definitive agreement to be acquired by Affirm, Inc., a U.S.-based consumer finance platform provider. DYE & DURHAM COMPLETES $530-MILLION ACQUISITION OF DO PROCESS, PROVIDER OF REAL ESTATE SOFTWARE CLOSING DATE: DEC. 10, 2020 Dye & Durham Limited ("Dye & Durham"), through its wholly owned subsidiaries, completed a $530-million acquisition of Do Process LP, an affiliated entity of Teranet Inc., from OMERS Infrastructure ("OMERS"). As part of the transaction, an affiliate of OMERS subscribed for an aggregate of $30 million of Dye & Durham common shares, on a private placement basis. e transaction, which was effected pursuant to the terms of a "sign and close" share purchase agree- ment, also included the acquisition of certain subsidiaries of Do Process LP. Dye & Durham, a TSX-listed company, is a leading provider of cloud-based so- ware and technology solutions for legal and business professionals. Do Process LP is an Ontario-based provider of practice-specific soware for legal professionals, managing more than 1.4 million transactions annu- ally. OMERS is a leading global infra- structure investment manager. Teranet Inc. provides online property search and registration solutions. It develops, owns and operates Ontario Electronic Land Registration System, which enables customers to perform searches, transfer title documents and perform various other functions. e acquisition was partially funded through a $570-million debt financing facility with e Bank of Nova Scotia. In addition, Dye & Durham is raising approximately $225 million through a brokered private placement equity financing, supported by five of its existing long-term institutional shareholders, under which approximately 6.5 million new common shares will be issued. Bennett Jones LLP was legal counsel to Dye & Durham on the acquisition, with a team including Curtis Cusinato, Matthew Hunt, Christopher Travascio, Celina Hong (corporate), James Morand, Blake Haarstad (tax), Carl Cunningham, Talia Bregman, Jordan Fremont (employment/ benefits),Jeilah Chan, Matthew Flynn (IP/ IT), Adam Kalbfleisch, Kyle Donnelly (competition), Simon Grant, Aylmer Wang (financial services), Aleksandra Finelli, and Giovanna Campagna (real estate). Goodmans LLP was legal counsel to Dye & Durham on the private placement, with a team including Bill Gorman, David Coll-Black and Andrew Schipper. DLA Piper (Canada) LLP was legal counsel to Dye & Durham on the debt financing, with a team including Ilia Danef, Rachel Kurtzer and Natalie Prange. COMPILED BY ZENA OLIJNYK AND BERNISE CAROLINO > TECHNOLOGY DEALS

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