Lexpert Special Editions

Lexpert Special Edition on Finance + M&A

The Lexpert Special Editions profiles selected Lexpert-ranked lawyers whose focus is in Corporate, Infrastructure, Energy and Litigation law and relevant practices. It also includes feature articles on legal aspects of Canadian business issues.

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www.lexpert.ca 23 THE EXCELLENCE Awardees for the capi- tal markets include the first oil and gas SPAC transaction in Canada, the second-largest cross-border equity financing by a Canadian company in 2023, a $1.8 billion deal in which the controlling shareholders agreed to take lower consideration than minority share- holders, and the consolidation of omson Reuters' outstanding common shares. All winners in this category had deals valued at over $1 billion, and all involved creative methods to deal with complicated financing, disclosure, or other issues. Among the Excellence Awardees are Burnet Duckworth & Palmer LLP, Bennett Jones LLP, and Blake, Cassels & Graydon LLP for their involvement in Hammerhead Resources' business combination with Decarbonization Plus Acquisition Corporation IV (DCRD) to form Hammerhead Energy Inc. (HEI). BD&P partner Lindsay Cox, Bennett Jones partners John Mercury and John Lawless, and Blakes partner Chad Schneider worked on the deal. Valued at $1.39 billion, the deal is the first oil and gas special purpose acquisition compa- ny (SPAC) transaction in Canada and one of only a handful of cross-border SPAC complet- ed deals involving a Canadian target. DCRD was a SPAC incorporated in the Cayman Islands. As such, this deal involved corporate and securities laws in three differ- ent jurisdictions – the continuance of DCRD from the Cayman Islands to Alberta, a court- approved plan of arrangement under the Business Corporations Act (Alberta), and the filing of a non-offering long-form prospectus with the Alberta Securities Commission and the Ontario Securities Commission. e second Excellence Awardee includes Blakes for its lead role in advising Pembina Pipeline Corporation in its offering of sub- scription receipts issued at $42.85 per sub- scription receipt for total gross proceeds of approximately $1.28 billion. Blakes partners Jeff Bakker and Chad Schneider led the deal. Pembina's subscription receipts offering was the second-largest cross-border equity CAPITAL MARKETS Hammerhead Resources' business combination with Decarbonization Plus Acquisition Corporation IV, forming Hammerhead Energy Bennett Jones LLP (for Decarbonization Plus Acquisition Corporation IV) Blake Cassels & Graydon LLP (for the Special Committee of the Board of Directors of Hammerhead Resources Inc.) Burnet Duckworth & Palmer LLP (for Hammerhead Resources) Pembina Pipeline Corporation's $1.28 billion offering of subscription receipts Blake Cassels & Graydon LLP (for Pembina Pipeline Corporation) Stikeman Elliott LLP (for underwriters) Thoma Bravo's acquisition of Magnet Forensics Inc. Blake Cassels & Graydon LLP (for Magnet Forensics) Dentons Canada LLP (for Special Committee of Magnet) Goodmans LLP (for Nellore) McMillan LLP (Canadian Counsel for Thoma Bravo) Thomson Reuters' US$2.2 billion return of capital and reverse-stock-split transaction Torys LLP (for Thomson Reuters) CANADIAN LAW FIRM INVOLVEMENT (CLIENT)

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