24 LEXPERT MAGAZINE
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OCTOBER 2016
BIG DEALS
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pany, for approximately US$440 million. e acquisition was com-
pleted pursuant to a statutory plan of arrangement in which all of the
issued and outstanding common shares of Reservoir were exchanged
on the basis of two common shares of Nevsun and $2.00 in cash per
share. Additionally, on April 24, 2016, the companies entered into a
funding transaction comprising a private placement for 19.99 per cent
of Reservoir's outstanding common shares and a loan transaction.
Pursuant to the private placement, Nevsun subscribed for 12,174,928
common shares of Reservoir at a price of $9.40 per share, for a to-
tal subscription price of $114,444,323 (US$90,296,571). Pursuant
to the loan transaction, Nevsun provided an unsecured cash loan
of US$44,703,429 to Reservoir. e combined funding transaction
provided US$135 million in financing to enable a wholly owned sub-
sidiary of Reservoir to exercise its right of first offer (ROFO) to ac-
quire 100 per cent of the interest of Freeport-McMoran in the upper
zone, and increase Reservoir's interest in the lower zone, of its joint
venture in the Timok copper-gold project in Serbia.
Reservoir was represented on the ROFO, consideration of financ-
ing alternatives and consummation of the take-over by Nevsun by
Blake, Cassels & Graydon LLP. e team was led by David Glennie
and Steven McKoen and included Michael Harquail, Jennifer Max-
well, Sean Boyle, Michael Kariya, Kyle Misewich, Kirsten Snell, Lau-
ren Akin, Soraya Jamal and Alexandra Luchenko.
Nevsun was represented by Stikeman Elliott LLP with a team led
by Jay Kellerman and Amanda Linett that included Daniel Borlack
and Marshall Eidinger on the take-over and a team led by Elizabeth
Breen that included John Lee on the financing.
James Moloney, Cem Surmeli and Ruben Rabassa of Gibson,
Dunn & Crutcher LLP acted as Nevsun's US counsel.
Canaccord Genuity Corp. and Natural Resources Global Capital
Partners acted as the financial advisors to Reservoir and Scotia Capi-
tal Inc. acted as the financial adviser to Nevsun.
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E-Commerce Construction & Engineering
Consumer Staples
LYDALL COMPLETES ACQUISITION
OF TEXEL TECHNICAL MATERIALS
CLOSING DATE: JULY 7, 2016
On July 7, 2016, Lydall, Inc. (Lydall) completed its acquisition of Tex-
el Technical Materials, Inc. (Texel), for approximately US$96 million
in cash. e transaction strengthens Lydall's position as an industry-
leading, global provider of filtration and engineered materials and ex-
pands the company's end markets into attractive adjacencies.
Lydall, Inc. (NYSE:LDL) is a New York Stock Exchange-listed
company, headquartered in Manchester, Connecticut, with global
manufacturing operations producing specialty engineered products
for the thermal/acoustical and filtration/separation markets.
Texel is a leading producer of non-woven needle punch materials
serving the geosynthetic, liquid filtration, and other industrial seg-
ments. e acquired business consists of three manufacturing op-
erations and one distribution center located within the province of
Québec; it has approximately 300 employees. e acquisition will be
included in Lydall's Industrial Filtration operating segment, which
will be renamed Technical Nonwovens.
e Lydall team was led by Chad McDaniel, Senior Vice Presi-
dent and General Counsel of Lydall, with the assistance of a team
from Stikeman Elliott LLP that included John Leopold, Gayle
Noble, Allison Jaskolka and Jason Paperman (M&A), Frank Ma-
thieu, Adam Drori (tax), Hélène Bussières, Marie-Lou Gauthier and
Stephanie Pasternyk (employment and labour), Aiden Talai (bene-
fits), Stefan Fews, Tara Mandjee (real estate) and Jonathan Auerbach
(intellectual property), and Myriam Fortin (environment) and Jef-
frey Brown (regulatory).
Texel was represented by Stein Monast L.L.P. with a team that in-
cluded Michel Demers, Vincent Girard, Frédéric Marchand, Antoine
Leclerc and Hugues Ryan (M&A), and Sophie Martin (tax) and René
Delorme (environment).
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
OMERS PRIVATE EQUITY COMPLETES
SALE OF GIVE & GO PREPARED
FOODS TO THOMAS H. LEE PARTNERS
CLOSING DATE: JULY 29, 2016
OMERS Private Equity (OPE), the private equity arm of OMERS,
one of Canada's largest pension funds, completed the sale of its port-
folio company, Give & Go Prepared Foods Corp. (Give & Go), to
an affiliate of US private-equity firm omas H. Lee Partners, L.P.
(THL). e financial terms were undisclosed. OPE acquired Give &
Go in 2007 and, while owning Give & Go, helped the company more
