Lexpert Magazine

January 2013

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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LEXPERT MAGAZINE | JANUARY 2013 25 | CORPORATE TRANSACTIONS OF IMPORTANCE | Vice President, General Counsel and Secretary; Wayne Schatz, Vice President, General Counsel, Corporate-Regulatory; and Jason Harris, Senior Counsel; who were assisted by Fasken Martineau DuMoulin LLP with a team led by Robert McDowell and includ- ing Sylvie Bourdeau, Andrew Nunes, Koker Christensen, Kathleen Butterfield, Marvin Mikhail, Monica Dingle, Arun Krishnamurti and Caitlin Fell (corporate, mergers & acquisitions); Gilles Carli (tax); Douglas New (competition); Denis Paquin (real estate); Lou- ise Béchamp (labour and employment) and Dominique Monet (pension and benefits). VECTOR COMPLETES ACQUISITION OF 20-20 TECHNOLOGIES CLOSING DATE: SEPTEMBER 12, 2012 Vector Capital Corporation ("Vector") completed the acquisi- tion of 20-20 Technologies Inc. ("20-20") pursuant to a statutory plan of arrangement under the Business Corporations Act (Que- bec) (the "Arrangement"). In accordance with the terms of the Arrangement, shareholders received $4.00 per share, in cash. Jean Mignault, Founder and Chief of Strategic Direction of 20-20 sold approximately 80 per cent of his interest in 20-20 for consideration of $4.00 per share, in cash, and received an indirect equity inter- est of 9.9 per cent in the continuing company for the remaining 20 per cent of his interest. In connection with the acquisition, Vector arranged financing with Wells Fargo Capital Finance Corporation Canada, part of Wells Fargo & Company (NYSE: WFC") ("Wells Fargo Capital Finance"), and THL Credit Advisors LLC ("THL") for a portion of the acquisition price of approximately $77 million. Vector was represented by Osler, Hoskin & Harcourt LLP with a team comprising Emmanuel Pressman, Ward Sellers, Chris Main, Robert Hughes, Hugo-Pierre Gagnon, Ryan Sakamoto and Jay Greenspoon (corporate/M&A); Constantin Troulis, Scott Horner and Joshua Lam (financial services); Patrick Marley, Kim- berley Wharram (tax) and Fabrice Benoît (litigation). In connec- tion with the financing, Vector was also represented by Kirkland & Ellis LLP in the US with a team comprising Samantha Good, Brian Ford and Brian Golper. 20-20 was represented by Stikeman Elliott LLP with a team comprising Steeve Robitaille, Benoît Dubord, Marie-Ève Ferland, Olivier Boulva and Jeremy Sculnick (corporate/M&A); Luc Berni- er, Corine Di Maria (fiscal); Paul Collins (competition); Yves Mar- tineau, Lev Alexeev and Alexandre ériault-Marois (litigation); and Hélène Bussières (employment and labour). e special committee of the board of directors of 20-20 was represented by Fasken Martineau DuMoulin LLP with a team comprising Robert Paré and Frédéric Boucher. In connection with the financing, Wells Fargo Capital Finance was represented in the US by Goldberg Kohn Ltd. with a team com- prising Seth Good, Randall Klein, Joseph Zizzo and Jeffrey Dunlop; and in Canada by Goodmans LLP with a team comprising Jean Anderson, Lisa Mantello and Grant Coad. THL was represented by Proskauer Rose LLP with a team comprising William Brady and Jessica Ball. Practical. Experience. www.dww.com Intellectual Property and Information Technology Law FIRM: 348C 150 York Street, Suite 400, Toronto, Canada M5H 3S5 Tel 416.941.9440 • Fax 416.941.9443 • E-mail info@dww.com What's in a name? Everything.

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