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.
Issue link: https://digital.carswellmedia.com/i/1544329
34 www.lexpert.ca Canadian Law Awards Morgan Properties' $491 million acquisition of Dream Residential REIT Goodmans LLP (for the special committee of Dream Residential) Osler, Hoskin & Harcourt LLP (for Dream Residential) Stikeman Elliott LLP (for Morgan Properties) Blue Ant's go-public reverse takeover transaction of Boat Rocker Bennett Jones LLP (for Blue Ant) Dentons Canada LLP (for Bank of Montreal) Goodmans LLP (for Boat Rocker special committee) Norton Rose Fulbright Canada LLP Osler, Hoskin & Harcourt LLP (for IDJCo) Stikeman Elliott LLP (for Boat Rocker) Torys LLP (for Fairfax Financial) CANADIAN LAW FIRM INVOLVEMENT (CLIENT) MID-MARKET DEAL OF THE YEAR Blue Ant Media's go-public reverse take- over of Boat Rocker Media, with concurrent management buyout and carve-out transactions, valued at approximately $170 million in aggregate, is also an Excellence Awardee. e transaction comprised three integrated, cross-conditional components executed simultaneously: a management buyout of Boat Rocker's studios business by IDJCo, a company controlled by Boat Rocker co-founders Ivan Schneeberg, David Fortier and John Young; the sale of Boat Rocker's in- terest in e Initial Group to Fairfax Financial Holdings; and a reverse takeover by Blue Ant of Boat Rocker, completed via a statutory plan of arrangement under the Canada Business Corporations Act. Post-transaction, Blue Ant shareholders hold approximately 73.5 percent and former Boat Rocker shareholders 26.5 percent of the resulting public company, Blue Ant Me- dia Corporation, now listed on the Toronto Stock Exchange with a market capitalization exceeding $175 million. e deal involved the reorganization of more than 125 produc- tion companies. It required a sophisticated THESE MID-MARKET TRANSACTIONS DEMONSTRATE THAT DEAL COMPLEXITY IS NOT DETERMINED SOLELY BY SIZE multi-class share structure to balance pub- lic-market requirements with Canadian control rules under the Broadcasting Act. e trans- action also required multiple related-party ap- provals, including a majority-of-minority vote under Multilateral Instrument 61-101, formal valuations, and a fairness opinion from Scotia Capital. Fairfax Financial provided a $20 mil- lion equity backstop and a value assurance commitment of up to $34.7 million, while BMO supported the combined entity with a $155 million credit facility. Bennett Jones, led by Gary Solway, Kris Hanc, and Angela Blake, served as lead counsel to Blue Ant. Stikeman Elliott, led by Simon Romano, acted as lead counsel to Boat Rocker. Goodmans, led by Robert Vaux, advised the Boat Rocker special committee. Osler, led by Emmanuel Pressman and Kai Sheffield, represented IDJCo. Torys acted as lead counsel to Fairfax Financial, and Dentons, led by Valerie Cross and Jim Russell, advised BMO on the credit facility. ese mid-market transactions demon- strate that deal complexity is not determined solely by size, showcasing the precision, cre- ativity, and coordination required to exe- cute sophisticated transactions in Canada's dynamic mid-market.