WWW.LEXPERT.CA
|
2016
|
LEXPERT 13
Crowther, QC, Douglas E. Dentons Canada LLP
(403) 268-6821 douglas.crowther@dentons.com
Mr. Crowther co-leads the Dentons Energy group. His practice includes
pipeline, electricity and other facility approvals, tolls/tariffs and utility rates.
He appears before the NEB, the Alberta Utilities Commission and other
energy regulators.
Crosbie, R. Ian Davies Ward Phillips & Vineberg LLP
(416) 367-6958 icrosbie@dwpv.com
Mr. Crosbie is experienced in domestic and cross-border M&A,
reorganizations, inbound and outbound structuring, private equity,
financing, financial products, tax planning & tax disputes, fund formation
and investments, and international tax matters.
Craig, John H. Cassels Brock & Blackwell LLP
(416) 869-5756 jcraig@casselsbrock.com
Mr. Craig's securities practice focuses on equity financings for underwriters
and issuers, with an emphasis on resource companies, M&A, take-over
and issuer bids, going-private transactions, and international mining
and oil & gas agreements.
Ciardullo, John J. Stikeman Elliott LLP
(416) 869-5235 jciardullo@stikeman.com
Mr. Ciardullo is a partner and head of the Corporate Department in the Toronto
office. The former head of Capital Markets/Public M&A Group, his practice
focuses on M&A, proxy contests/contested meetings, complex restructurings
and corporate finance transactions. He counsels clients on a variety of matters
including transaction structuring, defense strategy and compliance
with fiduciary duties.
Christian, Jeff Lawson Lundell LLP
(604) 631-9115 jchristian@lawsonlundell.com
Mr Christian is a litigation partner in the Vancouver office of Lawson Lundell
LLP, with a practice focused on energy and regulated utilities. He represents
utilities, power marketers and consumer groups in proceedings before
administrative tribunals such as the BCUC, the AUC and the NEB. He was
named Energy Regulatory Law Lawyer of the Year in Vancouver for 2013
by Best Lawyers in Canada.
Chernin, Lawrence S. Goodmans LLP
(416) 597-5903 lchernin@goodmans.ca
Mr. Chernin has over 25 years' experience in Canadian and international M&A,
public company and private-equity transactions. He has acted both for issuers
and underwriters in connection with public offerings including debt
and cross-border offerings.
LEXPERT RANKED LAWYERS
holder value, while the acquirer must prove that the pill
is merely preventing shareholder choice."
e CSA's preliminary proposals had called for a
120-day open bid period. "Many commenters thought
120 days was too long, for practical business reasons,"
says Ruf. "If a hostile bidder has to leave a bid out there
for 120 days, it's going to be more likely that a 'white
knight' is going to come along. So there's more deal risk
to the hostile than in getting it done quickly."
Fasken Martineau DuMoulin LLP's empirical anal-
ysis of all 143 hostile take-over bids in Canada between
2005 and 2014 found that competitive auctions hap-
pened only 37 per cent of the time, but when they did,
shareholders were the winners, on average receiving a
substantially higher premium. Meanwhile, the hostile
bidder was oen le empty-handed, prevailing only
one-third of the time.
"Also," says Ruf, "because a Canadian take-over bid
cannot have a financing condition, you need to be fully
financed as you go in, contrary to the US, so this forces
the bidder to have a commitment letter with standby
fees out there for 120 days. ere was concern about
the cost of having financing sitting out there for a four-
month period."
Having the take-over bid period remain open for 120
days also would have collided with corporate statutes in
