22 LEXPERT MAGAZINE
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APRIL/MAY 2017
BIG DEALS
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PERK ACQUIRED
BY RHYTHMONE
CLOSING DATE: JANUARY 19, 2017
On January 19, 2017, Perk Inc. ("Perk"), the mobile-first supply side
rewards and engagement platform, closed the plan of arrangement
under section 182 of the Business Corporations Act (Ontario) with
RhythmOne plc ("RhythmOne"), a technology-enabled digital me-
dia company.
Pursuant to the arrangement, signed on December 5, 2016, and ap-
proved by the Ontario Superior Court (Commercial List) on January
16, 2017, RhythmOne acquired, through its wholly owned subsid-
iary, RhythmOne (US) Holding, Inc., all of the issued and outstand-
ing common shares and class A restricted voting shares of Perk, and
shareholders of Perk received 4.5116 ordinary shares of RhythmOne
for each Perk share held. An aggregate of 88,235,410 RhythmOne
shares were issued under the arrangement in reliance on an exemption
from the prospectus requirements under securities legislation avail-
able for an arrangement under statutory procedure.
Following the completion of the arrangement, the common shares
of Perk were de-listed from the TSE on January 20, 2017.
Perk Inc. was represented by an in-house team led by Amy Hast-
ings, VP Corporate Development, with support from Torys LLP.
Torys' team was led by John Emanoilidis and included Josh Lavine
and Frazer House (corporate/M&A), along with Richard Johnson
and Leila Ross (tax).
RhythmOne plc was represented by an in-house team led by Frank
Pao, Chief Business Officer, that included Paul Bozzello, Senior Legal
Counsel, with external support from DLA Piper and Bird & Bird
LLP. DLA Piper's team in Canada was led by Ruby Chan (Vancou-
ver) and in the US by Eric Wang (Silicon Valley/San Francisco), and
included Peter Li and Elena Nrtina (corporate/M&A), and Michael
Greenberg (tax). Bird & Bird's team was led by Richard Eaton and
included Struan Penwarden and Sarforaz Hoque (corporate/M&A).
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TUNDRA ENERGY MARKETING ACQUIRES ENBRIDGE
SOUTH PRAIRIE REGION PIPELINE SYSTEM
CLOSING DATE: DECEMBER 1, 2016
Tundra Energy Marketing Limited ("TEML"), a subsidiary of James
Richardson & Sons, Limited ("JRSL") completed its acquisition of
the Enbridge South Prairie Region Pipeline System and related facili-
ties from an affiliate of Enbridge Income Fund (the Fund) for $1.075
billion in cash on December 1, 2016.
TEML was represented in-house by Michael Guttormson, Vice-
President and General Counsel of JRSL and assisted by a team from
Aikins, MacAulay & orvaldson LLP of Wells Peever, QC (lead),
Todd omson, Pamela Hilderman and Bradley Zander (corporate),
David Negus (employment), Robert Sly and Robert Lee (tax), Lucia
Stuhldreier (competition), David Carrick (IP), Eric Buettner, Melissa
Cattini, Kyle Emond and Jeff Schneider (due diligence). TEML was
assisted on Saskatchewan law matters by a team from MacPherson,
Leslie & Tyerman LLP that included Danny Anderson, QC, and
Doug Osborn (corporate), Leah Schatz (employment) and Katrina
Wagner (land). (Aikins, MacAulay & orvaldson LLP and
MacPherson, Leslie & Tyerman LLP have since merged to form
MLT Aikins LLP.) A team from Gowling WLG including James
Smellie and John Cusano assisted with NEB requirements.
e Fund was represented internally by legal teams in corporate
law, liquids pipelines law and corporate secretarial and assisted by a
team from Dentons Canada LLP that included George Antonopou-
los (lead), Courtney Burton, Dan Shea, Barry Zalmanowitz, Barbara
Johnston, Alex MacWilliam, Craig McDougall, Mary Picard, Heath-
er DiDio, Helen Park, Simon Kupi, Erik Arnold, Emily Denstedt,
Kim Martyn and Andreas Kloppenborg. e Fund was assisted on
Saskatchewan employment law matters by Larry Seiferling, QC, at
McDougall Gauley LLP.
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
AXIUM INFRASTRUCTURE
COMPLETES ACQUISITION
OF NORTH AMERICAN
SOLAR PORTFOLIO
CLOSING DATE: NOVEMBER 21, 2016
On November 21, 2016, Axium Infrastructure ("Axium") acquired
a 100-per-cent equity interest in an 84 MWAC (110 MWDC) solar
portfolio from Renewable Energy Trust Capital ("RET"). e port-
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