Torys, Bennett Jones assisting Champion Petfoods in sale to US firm also in this week's deals
Borden Ladner Gervais and Davies Ward Phillips & Vineberg served as legal counsel to two gold mining firms in their offer to buy Ontario-based peer Yamana Gold for $1.35 billion (US$1 billion) in cash. Also in this week’s deals roundup is Torys and Bennett Jones advising Champion Petfoods in its sale to a US pet care firm.
Pan American, Agnico Eagle to buy Yamana Gold for $1.35 billion
Pan American Silver Corp., a Vancouver-based silver and gold mining company, and Agnico Eagle Limited, agold mining firm headquartered in Ontario, have agreed to purchase Yamana Gold Inc. for a consideration of approximately $1.35 billion (US$1 billion) in cash.
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Borden Ladner Gervais LLP is serving as legal counsel to Pan American and BMO Capital Markets, GenCap Mining Advisory Ltd., and National Bank Financial is serving as financial advisors.
Davies Ward Phillips & Vineberg LLP is serving as legal counsel to Agnico Eagle and Trinity Advisors Corporation and Maxit Capital LP as financial advisors.
Upon deal completion, existing Pan American and Yamana shareholders will own approximately 58 percent and 42 percent, respectively, of Pan American, while existing Agnico Eagle and Yamana shareholders will own approximately 93 percent and seven percent, respectively, of Agnico Eagle.
Pan American President and CEO Michael Steinmann said, “The combination of our existing portfolio with Yamana's high-quality assets in Latin America would create a powerful precious metals mining company in the Americas with leading exposure to silver and represents an exciting opportunity for growth for both Yamana and Pan American shareholders.”
“This transaction is a continuation of Agnico Eagle's strategy to operate in regions where we believe we have a competitive advantage, in this case over 50 years of operating history,” said Agnico Eagle President and CEO, Ammar Al-Joundi. “The full integration of the Canadian Malartic team and landholdings into our operational base in the region would enhance our Abitibi operating platform, placing Agnico in the unique position to further optimize the asset and unlock potential value through exploration and the leveraging of existing infrastructure, people and regional relationships.”
The deal is expected to close late in the first quarter of 2023, subject to customary closing conditions.
Champion Petfoods to sell to Mars Petcare
Mars Petcare, a US-based pet care company, signed an agreement to acquire Champion Petfoods, headquartered in Edmonton, from an investor group led by Bedford Capital and Healthcare of Ontario Pension Plan (HOOPP).
Skadden, Arps, Slate, Meagher & Flom LLP is acting as legal counsel to Mars Petcare and J.P. Morgan Securities LLC as financial advisor.
The Skadden team includes M&A partners June Dipchand (New York and Toronto) and Howard Ellin, counsel Marissa Smith and associate Zornitsa (Zizi) Petkova; Tax partner Cliff Gross (Washington, D.C.) and counsel Jared Binstock (Washington, D.C.); Executive Compensation and Benefits counsel Young Park; Antitrust/Competition partners Cliff Aronson and Frederic Depoortere (Belgium) and counsel Michael Sheerin; and Litigation partners Susan Saltzstein and Patrick Rideout.
Torys LLP and Bennett Jones LLP are acting as legal counsel to Champion Petfoods and Morgan Stanley & Co. LLC as financial advisor.
Champion Petfoods serves pet owners in over 90 countries through its two premier brands, ORIJEN and ACANA.
Mars Petcare is supported by Waltham Petcare Science Institute in its ongoing research for pet health.
Mars Pet Nutrition Global President, Ikdeep Singh, said, “We are thrilled to welcome Champion Petfoods and its more than 800 talented people to the Mars Petcare family. The Champion Petfoods team has been a pioneer in developing high-quality and premium pet food in the natural category that pet lovers around the world trust. Together, we will be even better positioned to support pet lovers and fulfill our Purpose to create A BETTER WORLD FOR PETS™."
Champion Petfoods CEO, Blaine McPeak, said, “We are excited to join Mars Petcare and become part of a world leader in pet nutrition and services. This announcement is a wonderful way to recognize all the employees over our history who helped build Champion into a pre-eminent global pet food company with our incredible brands ORIJEN and ACANA. We look forward to working with Mars Petcare on taking Champion to an entirely new level.”
The deal is expected to close in the first half of 2023, subject to customary closing conditions.
MTY to acquire Wetzel's Pretzels for $279 million
Quebec-based MTY Food Group entered an agreement to acquire Wetzel's Pretzels, a US-based restaurant franchisor and operator with over 350 outlets in 25 American states, for $279.35 million (US$207 million) in cash.
The terms and conditions of the agreement were unanimously approved by the Boards of Directors of both companies.
“This transaction represents another key acquisition for MTY as it adds another iconic brand to MTY's US portfolio,” said MTY CEO, Eric Lefebvre. “The transaction enhances MTY's footprint in the snack category, with Wetzel's Pretzels' strong network of franchise partners, well-run corporate-owned locations, and a best-in-class management team. Its products are extremely craveable and are recognized everywhere in the US by a broad range of customers. We look forward to exploring all the opportunities this transaction brings to both companies.”
The deal is expected to close by December 2023.