Lexpert US Guides

2018 Lexpert US Guide

The Lexpert Guides to the Leading US/Canada Cross-Border Corporate and Litigation Lawyers in Canada profiles leading business lawyers and features articles for attorneys and in-house counsel in the US about business law issues in Canada.

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www.lexpert.ca/usguide | LEXPERT • June 2018 | 63 www.lexpert.ca/usguide | LEXPERT • June 2018 | 63 Calgary-based Cenovus Energy Inc. was "bulking up in a C$17.7-billion deal to more than double its production as the repatriation of Canada's oil sands winnows control of the resource to a handful of domestic players," according to e Globe and Mail. Jeff Bakker from Blakes, co-counsel to Cenovus Energy Inc., says this "was the largest energy asset acquisition ever under- taken in Canada." Pat Maguire at Bennett Jones LLP says, "e acquisition provides Cenovus with full control over its oil sands operations and current and potential future growth projects at Foster Creek, Christina Lake and Narrows Lake, doubles the Corpora- tion's oil sands production, almost doubles its proved bitumen reserves and provides Cenovus an additional growth platform." Janice Buckingham, of Osler, Hoskin & Harcourt LLP, counsel to ConocoPhillips, says this "strategic sale to Cenovus was significant not only in terms of absolute dollar value, at C$17.7 billion, but in terms of maximiz- ing value in a low-price environment." 3. BCE ACQUIRES MANITOBA TELECOM SERVICES In March 2017, BCE Inc. announced the launch of Bell MTS following its acqui- sition of Manitoba Telecom Services (MTS). e C$3.1-billion deal closed aer considerable efforts on the regula- tory side. BCE said it picked up a total of 710,000 wireless, TV and internet customers. Winnipeg will serve as BCE's headquar- ters for Manitoba, Saskatchewan, Alberta and British Columbia. Blakes was Competition counsel to BCE, led by Brian Facey, who says, "As part of the deal, Bell MTS will invest [C]$1 billion over five years to upgrade the wireless network to LTE advanced and build fibre connections." 4. PEMBINA ACQUIRES VERESEN Pembina Pipeline Corp. announced the completion of its transaction with Veresen Inc. pursuant to a plan of arrangement under s. 193 of the Business Corporations Act (Alberta). Pembina acquired all of the issued and outstanding common shares of Veresen in a transaction valued at approximately C$9.4 billion. Chad Schneider of Blakes, which was counsel to Pembina, says: "e transac- tion creates one of the largest energ y infrastructure companies in Canada and expands Pembina's reach in the United States." 5. CI FINANCIAL ACQUIRES SENTRY INVESTMENTS CI Financial Corp. acquired Sentry Investments Corp., valued at C$780 million in cash and stock. In combining two of Canada's largest independent active asset-management firms, Jeff Lloyd of Blakes, counsel to CI Financial Corp., says, "e acquisition has increased CI's AUM [assets under management] to approximately [C]$140 billion and total assets [assets under management plus assets under advise- ment] to approximately [C]$181 billion, and created one of the largest Canadian sales forces in the industry." 6. TOTAL ENERGY SERVICES ACQUIRES SAVANNA ENERGY SERVICES Total Energy Services Inc., a diversified oilfield services company based in Calgary, purchased all of the outstanding common shares of Calgary-based oilfield services company, Savanna Energy Services Corp., by way of an unsolicited take-over bid on December 9, 2016. On March 1, 2017, Total filed a Notice of Change and Notice of Variation to the Offer to, inter alia, increase the consideration payable for each Savanna Share to C$0.20 in cash plus 0.13 of a Total common share. On March 9, 2017, Savanna announced that it had entered into an agreement with another publicly traded oilfield services company, which would acquire all of the Savanna Shares pursuant to a plan of arrangement. Notwithstanding this competing transaction, on March 24, 2017, Total acquired 60,952,797 Savanna Shares under the Offer, representing approxi- mately 51.6 per cent of the total number of outstanding Savanna Shares. It extended the Offer to April 7, 2017, which was subsequently extended to April 27, 2017, at which time Total owned approximately 86 per cent of the issued and outstanding Savanna Shares. Nicholas Fader, a Calgary partner at Bennett Jones LLP, which acted for Total Energy, says this "bid represented the first successful unsolicited take-over under the new Canadian bid rules." 7. SMARTREIT AND STRATHALLEN ACQUIRE ONEREIT According to Marketwired's release, "OneREIT is an unincorporated, open- end real estate investment trust with more than C$1 billion of total assets," and "SmartREIT is one of Canada's largest real estate investment trusts with total assets of approximately C$8.9 billion. Strathal- len Capital is a fully integrated Canadian real estate management company. "OneREIT entered into separate agree- ments with Smart Real Estate Investment Trust and Strathallen Acquisitions Inc.,

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