Sellers, Edward A.
Osler, Hoskin
& Harcourt LLP
(416) 862-5959
esellers@osler.com
Mr. Sellers focuses on
domestic and cross-border
restructurings and related
acquisitions, divestitures,
fi nancings and governance.
His clients include
corporations, lending
syndicates and agents, equity
sponsors and purchasers,
and governments.
Sherman, Mitchell J.
Goodmans LLP
(416) 597-4189
msherman@goodmans.ca
Mr. Sherman's tax practice
focuses on fi nancings, M&A,
divestitures, structured
products, reorganizations
and international tax
planning. He is the Chair
of the Joint Committee
and the National Taxation
section of the Canadian
Bar Association.
Singer, Jeff rey
Stikeman Elliott LLP
(416) 869-5656
jsinger@stikeman.com
Mr. Singer focuses on
M&A, corporate fi nance
and private equity.
Member of Management
Committee. Previously
served on the Securities
Advisory Committee
to the OSC. Recipient
of Queen Elizabeth II
Diamond Jubilee Medal
for his service to Canada.
Sheehy, Neil M.
Goodmans LLP
(416) 597-4229
nsheehy@goodmans.ca
Mr. Sheehy's practice
focuses on domestic and
international mergers and
acquisitions, corporate
fi nance and private-equity
transactions including
corporate governance and
securities regulatory advice.
Singer, Cathy
Norton Rose Fulbright
Canada LLP
(416) 216-4053
cathy.singer@
nortonrosefulbright.com
Ms. Singer's corporate and
securities practice focuses
on corporate fi nance, M&A
and advisory mandates
for issuers, investment
dealers and independent
committees. She also advises
investment fund clients on
securities regulatory matters.
Singer, Marvin J.
Norton Rose Fulbright
Canada LLP
(416) 203-4426
marvin.singer@
nortonrosefulbright.com
Mr. Singer is a senior partner
at Norton Rose Fulbright
Canada LLP.His practice
focuses on domestic and
international public and
private equity, debt and
other fi nancings, and
mergers and acquisitions,
with particular emphasis
on the resource sector.
Borden Gold project located near Chap-
leau, Ontario.
Under the arrangement, each common
share of Probe, not owned by Goldcorp,
was exchanged for 0.1755 common shares
of Goldcorp. In addition to the Goldcorp
shares, shareholders of Probe received
0.3333 of a common share Probe Metals
Inc., a new exploration company contain-
ing Probe's mineral properties in the Ring
of Fire in Northern Ontario, as well as $15
million in cash and certain other assets
owned by Probe.
Goldcorp's legal team was led in-house
by Charlene Ripley, Executive Vice Presi-
dent and General Counsel. Cassels Brock
& Blackwell LLP acted as external coun-
sel to Goldcorp with a team comprising
Paul Stein, Jeff rey Roy, Pollyanna Lord,
Jennifer Hansen, Jamie Litchen (securi-
ties, mining and M&A), Robert Cohen
(litigation) and Tom Kapsales (real es-
tate). orsteinssons LLP acted as Ca-
nadian tax counsel to Goldcorp with a
team comprising Michael Colborne and
Michael McLaren. Neal, Gerber & Eisen-
berg LLP represented Goldcorp in the
US with a team comprising David Stone,
John Koenigsknecht, Jeff rey Shamberg
and Beth Rosner. Robert Simon at Green-
berg Traurig LLP acted as Goldcorp's US
tax counsel.
Stikeman Elliott LLP represented
Probe and Probe Metals Inc., with a
team comprising Jay Kellerman, Amanda
Linett, Daniel Howard, Daniel Borlack,
Jennifer Charles, and Slavica Stojimirovic
(M&A), Alexander Rose and Patrick
Corney (litigation), John Lorito and Katy
Pitch (tax), Dana Porter and Lynda Crago
(real estate), Larry Cobb (environmental),
Nancy Ramalho (employment), Andrea
Boctor (pensions) and Michael Kilby (reg-
ulatory). Debevoise & Plimpton LLP,
represented Probe and Probe Metals Inc.
in the US, with a team comprising Alan
Paley, Peter Furci and Deborah Kubiak.
BROOKFIELD ASSET
MANAGEMENT CLOSES
GOING PRIVATE TRANSACTION
OF BROOKFIELD RESIDENTIAL
Closing date: March 13, 2015 On March
13, 2015, Brookfi eld Asset Management
Inc. (Brookfi eld Asset Management) and
Brookfi eld Residential Properties Inc.
(Brookfi eld Residential) closed the going
private transaction of Brookfi eld Residen-
tial, pursuant to which 1927726 Ontario
Inc., a wholly owned subsidiary of Brook-
fi eld Asset Management, acquired all of the
issued and outstanding common shares of
Brookfi eld Residential that Brookfi eld As-
set Management and its affi liates did not al-
ready own by way of a plan of arrangement.
As a result of the 32.4 million common
shares of Brookfi eld Residential acquired
by Brookfi eld Asset Management pursu-
ant to the arrangement, Brookfi eld Asset
Management now owns 100% of the issued
and outstanding common shares of Brook-
fi eld Residential. ! e remaining 2.4 million
common shares of Brookfi eld Residential
were purchased for cancellation by Brook-
fi eld Residential.
Brookfi eld Asset Management Inc.
was represented by an in-house team led
by A.J. Silber, Vice President, Legal Af-
fairs and Corporate Secretary. Karrin
Powys-Lybbe, Jim Miller, Kevin Wall and
Simonne Horwitz (Canadian M&A and
securities), Mile Kurta and Jason Zhou
(U.S. M&A and securities), Corrado
Cardarelli and Richard Johnson (Cana-
dian tax), David Mattingly and Jonathan
Weinblatt (U.S. tax), Andrew Gray (plan
of arrangement) and Lynne Lacoursiere
(employment) from Torys LLP provided
external support.
Brookfi eld Residential Properties Inc.
was represented by an in-house team led
by Shane Pearson, Executive Vice Presi-
dent and Corporate Counsel, and Greg
Ramsay, Legal Counsel. External support
was provided by Lawrence Chernin, Al-
lan Goodman, Michelle Vigod and Emily
Weizel (Canadian M&A and securities),
Maureen Berry (Canadian tax) and Tom
Friedland and Peter Kolla (plan of arrange-
ment) from Goodmans LLP, and Neil
Whoriskey, Jennifer Bender and Alexan-
32
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