Lexpert Magazine

April 2024 Finance +M&A

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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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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