22 LEXPERT MAGAZINE
|
SEPTEMBER 2017
BIG DEALS
United States by Skadden, Arps, Slate, Meagher & Flom LLP.
e Skadden team was composed of John Kabealo, Nathaniel Bolin,
Steve Albertson and Malcolm Tuesley (regulatory).
Apax was represented in Canada by Stikeman Elliott LLP.
e Stikeman Elliott team was composed of Brian Pukier, Jeff
Hershenfield and Brandon Hoffman (M&A/corporate); Jeffrey
Brown and Ashley Piotrowski (regulatory); and John Lorito and
Lindsay Gwyer (tax).
Apax was represented in the United States by Kirkland & Ellis
LLP by a team that was composed of Srinivas Kaushik (M&A/cor-
porate); Joanna Ritcey-Donohue and Joshua ompson (regulatory)
and Kurt Wunderlich (HSR). Apax was also represented by Gil Even-
Shoshan (antitrust) of Ashurst LLP.
Rhone was represented by Sullivan & Cromwell LLP by a team
that was composed of Richard Pollack, Lucas Carsley, Christoph
Vonlanthen, Moritz Raepple and Blake Schell (M&A/corporate);
Neal McKnight and Daniel Loeser (financing); Matthew Friestedt
and Jeannette Braun (executive compensation & benefits); Eric Wang,
Michael Orchowski and Slki Hong (tax); Eric Kadel Jr. (CIFUS); and
Eric Queen and Patrick Gorman (antitrust).
McCarthy Tétrault LLP acted as Canadian counsel to Rhône
by a team that was composed of Clemens Mayr and Fraser Bourne
(M&A/corporate); Christian Meighen and Marie-Soleil Landry
(tax) and Dominic érien (regulatory).
Oil & Gas Oil & Gas Oil & Gas
DELEK GROUP LTD. ACQUIRES
ITHACA ENERGY INC.
CLOSING DATE: JUNE 5, 2017
On June 5, 2017, Delek Group Ltd. (Delek), through its wholly
owned subsidiary, DKL Investments Limited (the Offeror) com-
pleted its acquisition of Ithaca Energy Inc. (Ithaca). e transaction
was structured as a supported takeover bid pursuant to the terms of
a Support Agreement between Delek and Ithaca dated February 6,
2017. e offer was made by the Offeror on March 14, 2016, at an
offer price of $1.95 for each Ithaca common share, other than those
owned by the Offeror or any of its affiliates which, immediately prior
to the offer, represented approximately 19.7 per cent of Ithaca's issued
and outstanding common shares.
On April 20, 2017, the Offeror acquired approximately 70.3 per
cent of the Ithaca common shares subject to the bid. As required by
securities laws, the Offeror extended its offer until May 3, 2017, and
acquired a further 22.5 per cent of the Ithaca common shares during
the extension. e Offeror completed a compulsory acquisition of the
remaining common shares following the end of the extension.
e offer price infers an enterprise value of approximately $1.6 bil-
lion and a total equity value of approximately $830 million for Ithaca.
As a result of the transaction, Delek, which is Israel's leading inte-
grated energy company, now owns all of the issued and outstanding
common shares in the capital of Ithaca.
Delek and the Offeror were represented by Leora Pratt Levin,
Delek's Vice-President and General Counsel, and Blake, Cassels
& Graydon LLP, as Canadian counsel, with a team that included
Markus Viirland, Gordon McKenna, Jacob Gofman and David Bris-
tow (M&A and securities), Paul Stepak and Peter Lee (tax) and David
Rosner and Chris Dickinson (competition). George Karafotias, Mi-
chael Scargill and Andy Zwecker (M&A and securities) and Simon
Letherman (tax) of Shearman & Sterling LLP provided US and UK
advice to Delek and the Offeror on the transaction.
Ithaca was represented by Vicky Corley, Ithaca's Senior Legal
Counsel, and Pinsent Masons LLP, as lead counsel, with a team that
included Rosalie Chadwick, Brian umath and Nicholas McManus
(M&A and securities) and Christine Yuill (tax). Jay Zammit, Doug-
las McCartney and Jason Mullins (M&A and securities) of Burstall
Winger Zammit LLP acted as Canadian counsel to Ithaca.
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
KINDER MORGAN CANADA LTD.
COMPLETES $1.75B IPO, ESTABLISHES
$5.5B OF CREDIT FACILITIES
CLOSING DATE: MAY 30, 2017
On May 30, 2017, Kinder Morgan Canada Limited (KML) complet-
ed its initial public offering (the IPO) by issuing 102,942,000 restrict-
ed voting shares at a price of $17.00 per share, for total proceeds of
approximately $1.75 billion. KML used the proceeds of the offering
to acquire a 30-per-cent interest in Kinder Morgan Canada Limited
Partnership (KMCLP), which holds the Canadian business of Hous-
ton-based Kinder Morgan, Inc. (KMI). KMI retained a 70-per-cent
