18 LEXPERT MAGAZINE
|
MAY 2018
BIG DEALS
Denes Rothschild (competition).
e special committee of Alterra was ad-
vised by Blake, Cassels & Graydon LLP
with a team led by Bob Wooder that includ-
ed Riley Graydon.
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
BCE COMPLETES ACQUISITION
OF ALARMFORCE INDUSTRIES
CLOSING DATE: JANUARY 5, 2018
On January 5, 2018, BCE completed its ac-
quisition of Canadian home security and
monitoring company AlarmForce Industries
Inc. (TSX: AF). e transaction is part of
Bell's strategic expansion into the fast-grow-
ing Connected Home marketplace.
BCE acquired all approximately 11.4 mil-
lion common shares of AlarmForce for a to-
tal aggregate consideration of approximately
$182 million paid in a combination of cash
and BCE common shares. BCE directly or
indirectly funded the approximate $181-mil-
lion cash component with available liquidity
and issued 22,531 BCE common shares to
fund the equity component.
e share consideration was based on
BCE's 20-day volume weighted price of
$61.60 ending December 27, 2017 (five
business days prior to the effective date of
the transaction).
Any AlarmForce shareholder who did not
properly make an election by 5 pm EST on
January 2, 2018, was deemed to have elected
to receive, for each AlarmForce common
share, the cash consideration.
On January 5, 2018, BCE agreed to sell
AlarmForce's approximately 39,000 cus-
tomer accounts in British Columbia, Alberta
and Saskatchewan to TELUS Corporation
for approximately $66.5 million, an amount
per subscriber equivalent to that paid by Bell.
BCE Inc. was represented by McCarthy
Tétrault LLP with a team that included
Robert Hansen, Fraser Bourne, Laure Fouin
and Jessica Rousseau (corporate and M&A),
Robert Nearing, Angelo Discepola and An-
drew Haikal (tax), Étienne Guertin (financial
services), Geoff Hall and Marc-Alexandre
Hudon (litigation). BCE was represented in
the US by Sullivan & Cromwell LLP with a
team that included Donald Crawshaw, Dan-
iel Lorme and Zachary Levine (corporate),
Eric Queen (antitrust), and Ronald Creamer
Jr. and Andrew Motten (tax).
Bennett Jones LLP represented Alarm-
Force Industries Inc., with a team that in-
cluded Gary Solway, Kristopher Hanc, Kelly
Ford, Eric Chernin and Duncan D'Arcy
(M&A/corporate), Matthew Peters and
Philip Ward (tax), and Jonathan Bell and
William Bortolin (litigation).
Wildeboer Dellelce LLP acted for the
special committee of the board of directors of
AlarmForce with a team that included Mark
Wilson, Al Wiens and Ragu Anantharajah
(corporate/securities).
Oil & Gas Oil & Gas Oil & Gas
INTERNATIONAL PETROLEUM
CORP. ACQUIRES ASSETS
FROM CENOVUS ENERGY INC.
CLOSING DATE: JANUARY 5, 2018
On January 5, 2018, International Petro-
leum Corporation (IPC) closed the previ-
ously announced acquisition of oil and nat-
ural gas assets in the Suffield and Alderson
areas of southern Alberta from Cenovus
Energy Inc. (Cenovus), an integrated Ca-
nadian oil company, for $512 million plus
additional deferred contingent amounts of
up to $36 million.
IPC is a publicly traded (TSX and Nas-
daq First North) international oil and gas
exploration and production company with
a portfolio of assets located in Europe and
South East Asia. e Lundin family is IPC's
major shareholder. is is IPC's first acqui-
sition in Canada.
IPC was represented in-house by its Gener-
al Counsel Jeffrey Fountain. IPC was repre-
sented externally by Burnet, Duckworth &
Palmer LLP with a team led by Sean Korney
and Jody Wivcharuk, and that included Jon
Ozirny and Randon Slaney (energy), Nancy
Smith and Nicole Chorley (banking), Jeff
Oke and Bill Maslechko (securities), Heather
DiGregorio and Brandon Holden (tax), and
Gina Ross and Richard Smith (employment).
Cenovus was represented by its in-house
legal team that included Geoffrey Paskuski
and Suzanne Smith.
Cenovus was represented externally by
Blake, Cassels & Graydon LLP with a
team led by Ben Rogers and Chris Harris,
and that included Evan Herbert (energy),
Michael Howcro (employment), Anna
McKilligan (energy), Julie Soloway (regula-
tory) and others.
Telecommunications Telecommunications Telecommunications
TELUS INTERNATIONAL
COMPLETES ACQUISITION
OF XAVIENT INFORMATION
SYSTEMS
CLOSING DATE: FEBRUARY 6, 2018
On February 6, 2018, TELUS International
completed its acquisition of Xavient Infor-
mation Systems (Xavient), now rebranded
as Xavient Digital — powered by TELUS
International, in consideration of a combina-
tion of cash and shares. TELUS Internation-
al now holds a majority interest in Xavient
and will purchase the remaining interest on
or before December 31, 2020.
Based on various performance-related
metrics, including the purchase of the re-
maining interest, the total consideration of
the acquisition is estimated to be approxi-
mately US$250 million. TELUS Interna-
tional is a leading global business process and
information technology services provider.
TELUS International enables customer ser-
vice delivery innovation through spirited
teamwork, agile thinking and a caring cul-
ture that puts customers first. e company
serves clients in over 35 languages.
TELUS holds a 65-per-cent interest in
TELUS International, with Baring Private
Equity Asia holding the remaining 35 per
cent. Xavient is a global IT consulting and
next-generation soware services company
with approximately 1,800 employees. Xavi-
ent is headquartered in Simi Valley, Califor-
nia, in the United States and has operations
throughout the US and in India, serving cus-
tomers primarily in the telecommunications,
media, entertainment, and banking and fi-
nancial services sectors.
TELUS was represented in-house by a le-
gal team led by Michel Belec. Stikeman El-
liott LLP acted as lead counsel to TELUS
with a team led by Peter Castiel, Kevin Cus-
todio, Hélia Taheri and Kristofer Lachance.
Linklaters LLP acted as US counsel to
TELUS with a team led by Peter Cohen-
Millstein, Sushil Jacob, Antonia Sherman
and Tai Vivatvaraphol. Talwar akore
& Associates acted as Indian counsel to
TELUS with a team led by Kunal akore
and Gayatri Chadha.
Xavient was represented by Robert Wyn-
ner, Daniel Callender, Eric Jones, Colin
Kawaguchi and Reema Kapoor of Nevers,
