LEXPERT MAGAZINE
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NOVEMBER/DECEMBER 2016 23
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CORPORATE TRANSACTIONS OF IMPORTANCE
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berger and by Stikeman Elliott LLP with a team that included Joel
Binder, Benoît Dubord, Kevin Smyth, Brandon Hoffman, Daniel
Glavin and Helia Taheri (M&A), John Lorito and Lindsay Gwyer
(tax), Craig Mitchell (banking), Stefan Fews and Daniel Tsarevsky
(real estate), Myriam Fortin and Valerie Trudeau (environmental),
Michael Kilby, Michael Laskey (regulatory), Stephanie Weschler,
Marie-Lou Gauthier and Stephanie Pasternyk (employment), Michel
Legendre (benefits) and Jonathan Auerbach (IP).
St-Hubert was represented in-house by Annie Galarneau and by
Fasken Martineau DuMoulin LLP with a team that included Rob-
ert Paré, Marie-Josée Neveu, Lénie Tessier-Beaulieu and Matthew
Quadrini (M&A), Alain Ranger (tax), Pierre-Olivier Charlebois and
Delphine Pittet (environment), Huy Do and Grant LoPatriello (anti-
trust/competition), Jean-Philippe Mikus and Sarah Lavoie (IP), Ben-
oit Turmel (employment), and Svetlana Samochkine and Margarita
Altankova (banking).
FORTUNA SILVER MINES COMPLETES
ACQUISITION OF GOLDROCK MINES
CLOSING DATE: 7/28/2016
On July 28, 2016, Fortuna Silver Mines Inc. ("Fortuna") completed
its previously announced acquisition of all of the issued and outstand-
ing shares ("Goldrock Shares") of Goldrock Mines Corp. ("Gold-
rock") by way of plan of arrangement (the "Arrangement"). e total
transaction value for the Arrangement is approximately $154.3 mil-
lion. Goldrock is now a wholly owned subsidiary of Fortuna.
Pursuant to the Arrangement, Goldrock shareholders received
0.1331 of a common share of Fortuna (each whole share, a "Fortuna
Share") for each Goldrock Share held. Additionally, outstanding war-
rants to purchase Goldrock Shares are now exercisable for Fortuna
Shares based on the same exchange ratio.
Fortuna was represented by Blake, Cassels & Graydon LLP, with
a team led by Peter O'Callaghan and Kathleen Keilty that included
Kevin Zimka (tax), Sean Boyle, Alexandra Luchenko, Sandra Raath
and Michael Stewart.
Goldrock was represented by Stikeman Elliott LLP with a team
comprising John Anderson, John Stark, Paula Price, Victor Ger-
chikov and Vanessa Johnson.
Riccardo Leofanti and Ryan Hickey of Skadden, Arps, Slate,
Meagher & Flom LLP acted as Fortuna's US counsel.
Oil & Gas Oil & Gas
SUNCOR COMPLETES $2.8B EQUITY
FINANCING, ACQUISITION OF ADDITIONAL
SYNCRUDE INTEREST AND DEBT TENDER OFFER
CLOSING DATE: JUNE 22, 2016
On June 22, 2016, Suncor Energy Inc. ("Suncor") completed a cross-
border bought deal offering of 82,225,000 common shares for gross
proceeds of approximately $2.9 billion, which included the full exer-
cise of the over-allotment option by the underwriting syndicate led
by TD Securities Inc., CIBC Capital Markets and J.P. Morgan Se-
curities Canada Inc. A portion of the proceeds was used to finance
the acquisition of an additional 5-per-cent interest in the Syncrude oil
sands joint venture from Murphy Oil Corp.'s Canadian subsidiary for
approximately $937 million, which was completed on June 23, 2016,
with the remainder used to reduce indebtedness and provide ongoing
balance sheet flexibility. As a result of the transaction, Suncor, which
is Canada's largest integrated oil company, increased its ownership
stake in Syncrude from 48.74 per cent to 53.74 per cent.
Additionally, on June 23, 2016, Suncor announced that it had
completed a tender offer to purchase a total principal amount of ap-
proximately US$687.7 million of senior notes issued by its subsidiary,
Suncor Energy Ventures Holding Corp. (previously, Canadian Oil
Sands Ltd.), for a total purchase price of around US$742.1 million.
Suncor's in-house legal team on the various transactions includ-
ed Janice Odegaard, QC, Jacqueline Moore, Shawn Poirier, Jes-
sica Green, Mike Munoz, Dana Hnatiuk, Chris Salamon and Peter
Duthie. Suncor's external Canadian counsel on the transactions was
Blake, Cassels & Graydon LLP with a team that included Chad
Schneider, Jeff Bakker, Jennifer Marshall, Nav Dhaliwal and Nicole
Cargill (securities and M&A), Peter Keohane, Keith Byblow and Ky
Kvisle (energy and M&A), Carrie Aiken (tax), and Jason Gudofsky
and Litsa Kriaris (competition).
Paul, Weiss, Riind, Wharton & Garrison LLP acted as Sun-
cor's external US counsel on the equity offering and note repurchases
with a team of Adam Givertz, Steve Centa, Christina Kurtz, Kris-
tiina Leskinen, Ronnie Ollo and Rebecca Vasluianu (corporate), and
Gascon & Associates' team
of professionals has grown.
Lily Germain joined the firm as
partner (Business Law), together
with Nicolas Lanthier (Notary) and
Alexandre Lord-Andrade (Tax).
Janie Pelle er and Konstan no
Psycharis joined the firm as lawyers
a er ar cling with the firm.
