Lexpert Magazine

September 2016

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 | SEPTEMBER 2016 23 | CORPORATE TRANSACTIONS OF IMPORTANCE | deep Sandhu and including Bosa Kosoric, Arman Farahani, Andjela Vukobrat, Barbara Collins, Ravi Bains (securities and M&A), Peter Botz, Christine Man (tax), David Mc- Innes, George Waggott, Allie Ketcham (em- ployment), Brett Harrison, Mark Skwarok (litigation), François Tougas, Robin Junger, Ryan Gallagher (regulatory), Herb Ono (US securities), and Eric Friedman (banking/ lending). GMP Securities L.P. and Canac- cord Genuity Corp. acted as financial advi- sors to Tahoe. Cassels Brock & Blackwell LLP acted for Lake Shore Gold with a deal team that included Jay Goldman, Jeffrey Roy, Nancy Choi, Kyle Simpson, Caroline Durran (min- ing, M&A and securities), Christopher Nor- ton (tax), Robert Cohen (litigation), and Tom Kapsales and Robert Lysy (real estate). Osler, Hoskin & Harcourt LLP rep- resented BMO Capital Markets, financial advisor to Lake Shore Gold. e deal team from Osler included Alex Gorka, Don Gil- christ and Jeremy Fraiberg. Consumer Services Energy & Power Pipelines Aerospace & Defence Automotive Materials Utilities Financials Health Research Media & Entertainment Recreation & Leisure Advertising & Marketing E-Commerce Construction & Engineering Consumer Staples BRUCE POWER COMPLETES $1B ISSUE OF SENIOR UNSECURED NOTES CLOSING DATE: JUNE 23, 2016 Bruce Power L.P. has established a program providing for the offering and issuance of an unlimited aggregate principal amount of se- nior unsecured notes. In conjunction there- with, on June 23, 2016, Bruce Power L.P. issued $600,000,000 aggregate principal amount of Series 2016-1 Senior Unsecured Notes, due June 23, 2021, and $400,000,000 aggregate principal amount of Series 2016-2 Senior Unsecured Notes, due June 23, 2026. e offering represents the first such issuance in Canada by a nuclear power producer. Scotia Capital Inc. and TD Securities Inc. led the agent syndicate, which included BMO Nesbitt Burns Inc., CIBC World Markets Inc., HSBC Securities (Canada) Inc., National Bank Financial Inc., RBC Dominion Securities Inc. and BNP Paribas (Canada) Securities Inc. Bruce Power L.P. was advised internally by a team including Brian Hilbers, Bill Schnurr and Lynn Mahoney (Legal) and assisted by a team from McCarthy Tétrault LLP in- cluding Andrew Parker, Barry Ryan, David Lever, Jake Irwin and Omar Soliman (corpo- rate finance), Douglas Cannon and Robert Nearing (tax), Seán O'Neill, Christopher Langdon, Peter Brady and Joanna Rosengar- ten (energy and environmental) and Gordon Sato (real property). e agents were advised by Rose Bailey, Jonathan Weisz, Michael Zackheim, Yinka Olusoga, Dan Doubilet and Brett Saulnier of Torys LLP. Oil & Gas Oil & Gas Oil & Gas WESTPORT COMPLETES MERGER WITH FUEL SYSTEMS CLOSING DATE: JUNE 1, 2016 On June 1, 2016, Westport Innovations Inc. (Westport) and Fuel Systems Solutions, Inc. (Fuel Systems) completed a merger under Delaware law whereby Fuel Systems share- holders received 2.4755 common shares of Westport for each share of Fuel Systems com- mon stock. Fuel Systems was subsequently delisted from the NASDAQ Stock Market. e merged company, Westport Fuel Sys- tems Inc., continues to trade on the NAS- DAQ Stock Market and on the Toronto Stock Exchange and has a combined equity value of approximately $350 million. Westport was represented in-house by Salman Manki, Michael Snider and Aman- da Cinnamon, and in Canada by Bennett Jones LLP with a team led by Bruce Hib- bard and consisting of Matt Olson, Tessa Guenther and Kristopher Simard, and in the United States by Willkie Farr & Gallagher LLP with a team led by Matthew Guercio and consisting of Matthew Haddad, omas Cantore and Stephanie Moran. Fuel Systems was represented in Canada by Blake, Cassels & Graydon LLP with a team led by Michael Gans and consisting of Michael Hickey and Joshua Whitford, and in the United States by Day Pitney LLP with a team led by Ronald Janis and consist- ing of Achilles Kintiroglou. Special counsel to Fuel Systems was Skadden, Arps, Slate, Meagher & Flom LLP with a team led by Brian McCarthy and consisting of Michelle Gasaway and Philip Voss. Consumer Services Energy & Power Pipelines Aerospace & Defence Automotive Materials Utilities Financials Media & Entertainment Recreation & Leisure APOLLO GLOBAL MANAGEMENT ACQUIRES ADT CLOSING DATE: MAY 2, 2016 On May 2, 2016, Apollo Global Manage- ment LLC (Apollo) completed its acquisi- tion of ADT Corp., a leading provider of se- curity and automation solutions in the Unit- ed States and Canada, for US$6.93 billion. Apollo paid US$42 in cash for every ADT share and will merge the company with Pro- tection 1, an Apollo portfolio company that provides installation, maintenance and mon- itoring of security systems in the US. Apollo and Protection 1 were represent- ed by Taurie Zeitzer, Daniel Mun, Daniel Evans (M&A), Greg Ezring, Tracey Zac- cone, Brad Finkelstein (finance), Brad Okun, Alyssa Wolpin (tax) of Paul, Weiss, Rif- © 2015 Stewart. All rights reserved. Unique transaction needs call for unique title insurance solutions. That's what we provide. Get solutions that are the perfect fit for you, call (888) 667-5151 or visit stewart.ca. Tailored

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