January 7, 2009
 

 
Mergers & Acquisitions
 
 
Our Practice
Our M&A practice is widely regarded as the leading practice of its kind in Canada with over 90 practitioners in Toronto, Montréal and New York. Our M&A practice spans every industrial and service business sector in the country and includes representation in transactions of every size. It includes large, complex multi-jurisdictional transactions where we provide sophisticated corporate, securities, tax, capital markets, antitrust, real estate and environmental law expertise.  It also includes many transactions which are small in comparison, but are also often extremely complex and require significant expertise.

Our Clients
We have represented acquirors and targets in negotiated/friendly transactions, including management buy-outs (MBOs), as well as independent committees of directors. We also have extensive experience in hostile transactions, the most complex and demanding of M&A transactions.
Our reach extends well beyond our borders, having been engaged in matters for our clients throughout the world, acting in M&A transactions spanning several jurisdictions and, in some cases, having no relationship to Canada whatsoever.

Our Work
A small but representative sample of M&A transactions where Davies has advised clients includes, among others:

  • Advising BHP Billiton, the world's largest mining company, on its unsolicited bid to acquire Rio Tinto Group. This transaction would rank as one of the world's largest takeover deals and would create a combined company headquartered in Australia with a market capitalization of approximately US$360 billion. The deal value is US$150 billion;
  • Advising BCE Inc. on its acquisition by a private equity investor group led by Teachers Private Capital, the private investment arm of the Ontario Teachers' Pension Plan, Providence Equity Partners Inc. and Madison Dearborn Partners LLC. The all-cash transaction is valued at $51.7 billion;
  • Advised Merrill Lynch & Co. on its acquisition by Bank of America in a deal valued at US$50 billion;
  • Advised Xstrata plc on its $24.1 billion acquisition of Falconbridge, creating the world's fourth-largest mining company;
  • Advised Reuters Group plc on its merger with The Thomson Corporation to create Thomson-Reuters Corporation. The combination creates a global leader in electronic information services, trading systems and news. This transaction was valued at US$17.6 billion;
  • Advised Xstrata plc on its supported $4.6 billion takeover bid for LionOre Mining International, ultimately acquired by MMC Norilsk Nickel;
  • Advised Fortis Inc. on its acquisition of Terasen Inc. from Kinder Morgan, Inc. Terasen Inc. (formerly BC Gas Inc.) owns and operates Terasen Gas, one of the largest natural gas distribution utilities in Canada. The deal value was $3.7 billion;
  • Advised Thomas H. Lee Partners, L.P. and Fidelity National Financial Inc. on its acquisition of Ceridian Corporation. The transaction was valued at US$3 billion;
  • Advised Abitibi-Consolidated Inc. on its merger of equals with Bowater Inc. The combined entity, AbitibiBowater Inc., will be the third-largest public paper and forest products company in North America;
  • Advised BCE Inc. on its $3.4 billion sale of Telesat Canada, Canada's leading satellite operator, to Canada's Public Sector Pension Investment Board and Loral Space & Communications;
  • Advised Katanga Mining Limited on its merger with Nikanor PLC creating a company with a combined value of approximately US$3.3 billion;
  • Advised InnVest REIT, Cadbridge Investors LP and Westmont Hospitality Group on its acquisition of Legacy Hotels REIT. Davies is also representing InnVest REIT in connection with its public offering of approximately $270 million of subscription receipts and convertible debentures, the proceeds of which will partially fund InnVest REIT's portion of the takeover bid. The deal is valued at $2.5 billion;
  • Advised Onex Corporation on its US$2.35 billion acquisition of Eastman Kodak Company's Health Group, renamed Carestream Health, Inc.;
  • Advised Agricore United on its $1.8 billion acquisition by Saskatchewan Wheat Pool;
  • Advised Dynatec Corporation on its acquisition by Sherritt International Corporation. The deal is valued at $1.6 billion;
  • Advised TSX Group Inc. on its $1.3 billion merger with Montréal Exchange Inc. to create TMX Group Inc., a leading integrated exchange group, in a deal valued at approximately $1.3 billion; and
  • Advised TPG Capital on its acquisition of Axcan Pharma Inc. in an all-cash transaction valued at US$1.3 billion.

Recognition
As a result of these and many other complex transactions, our practice standards and capabilities in this area are world-class – the equal of the leading global law firms. Davies was ranked first in Canada and 15th in the world in GSI's 2006 Counsel Rankings, based on the dollar value of all transactions reported to the SEC with a completion date during the year. For Q3 2006, Davies ranked first in the world in the GSI Counsel Rankings. Davies was ranked in the top tier in the 2007/2008 PLC Cross Border M&A Handbook, as well as the IFLR 1000, and as "most frequently recommended" in the Canadian Legal LEXPERT Directory for 2007. In Bloomberg's 2007 Q1 Canadian M&A Legal Advisory Tables based on volume, Davies was ranked the second highest Canadian firm, with a market share of 21.1%. When comparing average deal size, Davies' average is significantly higher than the average deal size of any of the other Canadian law firms ranked in this table.

Davies is also consistently recognized among its peers, clients and third-party organizations for its standard of excellence in M&A. In the recently announced Lexpert 500 listing, Davies led the rankings in each of Toronto and Montréal, with more top lawyers in the corporate transactions category than any other Canadian firm. In 2006, four of our lawyers were recognized by their peers as ranking in the Lexpert Top 40 under 40 – more than any other law firm. Chambers Global has consistently ranked Davies as a top tier firm in Canada for Corporate/M&A and their The World's Leading Lawyers for Business noted that market observers felt it was "impossible to find better corporate advice anywhere in Canada". Legal Media Group's The Guide to the World's Leading Financial Law Firms also recognized Davies in its top tier of firms, stating that "mergers and acquisitions is where the firm really takes off". We achieve this recognition because we excel at the most complex forms of transactions and apply our experience, depth and integrated team approach to achieve the best result for each of our clients.