22 LEXPERT MAGAZINE
|
JULY/AUGUST 2016
BIG DEALS
DEALS ANALYSIS
22
22
Total Deals Published
14
Corporate Finance
21
8
Mergers and Acquisitions
21
10
Cross-border Transactions
21
BIG DEALS
TRANSACTION VITALS
ANNOUNCED: 3/29/2016
CLOSED: 5/6/2016
ATTITUDE: FRIENDLY
SOUGHT: 100%
ADAM GIVERTZ
PAUL, WEISS, RIFKIND,
WHARTON & GARRISON LLP
(FOR STANTEC)
MARK RASILE
BENNETT JONES LLP
(FOR STANTEC ON THE CREDIT
FACILITIES IN CANADA)
SIMON FINCH
BLAKE, CASSELS
& GRAYDON LLP
(FOR CIBC ON THE
CREDIT FACILITIES)
On May 6, 2016, Stantec
Inc. announced that it had
completed its previously an-
nounced acquisition of Broomfield, Colorado-based MWH Global,
Inc. (MWH), a global engineering, consulting and construction man-
agement firm. Stantec acquired all of the issued and outstanding capi-
tal stock of MWH for around $1.025 billion.
In connection with the closing of the Acquisition, Stantec com-
pleted the financing of $1.25 billion syndicated senior secured credit
facilities, comprised of a $800 million senior secured revolving credit
facility, and a $450 million senior secured term credit facility with
Canadian Imperial Bank of Commerce, as Administrative Agent
thereto (the Credit Facilities). e Acquisition and the refinancing
of Stantec's existing debt was funded by net proceeds of around $786
million drawn under the Credit Facilities, and the net proceeds of
around $580 million from Stantec's previously announced offering of
19,964,000 subscription receipts, inclusive of 2,604,000 subscription
receipts issued pursuant to the exercise in full of the underwriters'
over-allotment option (the Equity Financing).
Paul, Weiss, Riind, Wharton & Garrison LLP acted as legal
advisor to Stantec on the Acquisition and as US counsel to Stantec in
respect of the Credit Facilities and the Equity Financing, with a team
led by Adam Givertz, including Rosita Lee, Elana Jacob and Ashley
Mas (M&A), Dale Sarro and omas Holber (financing), Steve Cen-
ta and Rebecca Vasluianu (capital markets & securities), Jeff Samuels
and Ken Baker (tax), Andy Gaines and Lisa Krausz Eisenberg (em-
ployee benefits), Mena Kaplan and Danielle Laker (intellectual prop-
erty), Sal Gogliormella (real estate), Adam Schwartz and Kadeem
Cooper (litigation), Didier Malaquin and Marta Kelly (antitrust) and
Bill O'Brien (environmental).
MWH was represented by BofA Merrill Lynch, as financial advi-
sor, and Kirkland & Ellis LLP, as legal advisor, with a team led by
Keith Crow and Robert Goedert, including Jonathan Man, Alyssa
Christensen, and Shirley Chen (corporate), Keith Villmow (tax), Jef-
frey Quinn (employment), and Dean Bachus (executive compensa-
tion) in connection with the Acquisition.
On the Credit Facilities, Stantec was advised by Bennett Jones
LLP (as lead Canadian counsel) with a team led by Mark Rasile,
which included Kristopher Hanc, Denise Bright, David Rotchtin,
Michelle Seto and Daniel Cipollone (financial services/corporate
finance), Peter Inglis, Jason Banack and Nicholas Chan (corpo-
rate/commercial), omas
Bauer (tax), Carl Cunning-
ham (employment), Susan
Seller (pensions) and Sarah
Gilbert (environmental).
Sofia Ruggiero of Dentons
Canada LLP acted as Québec
COMPILED BY GENA SMITH
Construction & Engineering
STANTEC ACQUIRES
MWH GLOBAL
