Langlois Lawyers, Stikeman Elliott, Gowling, Blakes, Osler legal counsel this week
Deal: GardaWorld executives’ buyout set to break records as Canada’s largest private deal
Value: $13.5 billion
This week marks record-breaking deals in the industry, including GardaWorld executives taking over the company in a $13.5 billion buyout positioned to become Canada’s largest private deal. Among the legal counsel in this roundup are Langlois Lawyers, Stikeman Elliott, Gowling, Blakes, and Osler.
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GardaWorld executives’ $13.5 billion buyout set to break records as Canada’s largest private deal
Stephan Crétier, Founder, Chairman, President, and CEO of Quebec-based private security firm GardaWorld Security Corporation, led a management team to acquire BC Partners' majority stake in GardaWorld in a landmark $13.5 billion deal, set to become the largest private buyout in Canadian history.
The management team includes funds advised by HPS Investment Partners, Oak Hill Advisors, and One Investment Management. Upon deal completion, Crétier, together with select members of the management will hold 70 percent of GardaWorld. BC Partners will continue to hold a minority stake in the company.
Langlois Lawyers LLP and Simpson Thacher & Bartlett LLP are serving as Canadian and US legal counsel, respectively, to Stephan Crétier and GardaWorld’s senior management.
Stikeman Elliott LLP and Latham & Watkins LLP are serving as Canadian and US legal counsel, respectively, to HPS.
Kirkland & Ellis LLP and Osler, Hoskin & Harcourt LLP acted as lead legal counsel to BC Partners.
“GardaWorld is more than one entrepreneur. It is a group of truly aligned like-minded leaders committed to doing what is best for clients, employees and stakeholders,” said Stephan Crétier. “We have come a long way since our modest beginnings when I started this company with a $25,000-second mortgage on my home almost 30 years ago. I thank BC Partners for their partnership and welcome HPS' expanded investment along with our group of minority investors to GardaWorld as we continue our winning journey.”
HPS Governing Partner Scot French said, “GardaWorld has consistently generated compelling results as it executes on its commitment to delivering trusted and innovative security solutions, and we believe that its ability to evolve with the rapidly changing security needs of the world's leading companies positions it well for continued success.”
“Since partnering with GardaWorld in 2019, we have seen the company go from strength to strength, with operating profit more than doubling to over $1 billion,” said BC Partners Partner and Co-Head of Services Paolo Notarnicola. “In addition, we have worked with management to create four global champions under one roof, with market leaderships in security services, AI-enabled security technologies, integrated risk management and cash automation solutions. We are pleased with today's announcement which enables a visionary founder in Stephan to take control of the company, and we remain fully committed to the company's future success as a minority investor.”
The deal is expected to close by February 28, 2025, subject to customary closing conditions.
Brookfield invests $3 billion in four UK-based wind farms
Toronto-based Brookfield agreed to invest approximately $3 billion (US$2.3 billion) to acquire minority stakes in four wind farms off the coast of England from Orsted, the largest energy company in Denmark.
Made through Brookfield’s fifth flagship infrastructure fund, with participation from its renewable energy arm and its institutional partners, the investment includes a 12.45 percent minority interest in the wind farms Hornsea 1, Hornsea 2, Walney Extension, and Burbo Bank Extension, which have a combined total capacity of approximately 3.5 gigawatts of electricity.
Orsted Group President and CEO Mads Nipper said, “We’re pleased to welcome Brookfield, a leading renewable energy investor with proven investment and operational expertise, as a partner in four U.K. offshore wind farms in one of Ørsted’s core strategic markets. Today’s transaction is an important milestone in the farm-down program as part of our business plan, supporting our significant re-investment in new assets.”
Brookfield Renewable CEO and Brookfield Asset Management President Connor Teskey said, “We are pleased to be partnering with Ørsted to invest in four high-quality assets that are critical to supplying the U.K. with renewable power and supporting the country’s decarbonization objectives.”
Orsted will maintain a 37.55 percent ownership stake in the four assets, preserving its existing control and governance level post-transaction. Ørsted will also continue managing operations and maintenance of the wind farms under the current service agreements.
The deal is expected to close by the end of 2024, subject to customary regulatory approvals.
Uptime Legal Systems acquires LexCloud
Uptime Legal Systems, a US-based legal technology and IT service provider, has acquired LexCloud, a top legal cloud and IT services provider in Canada. This acquisition marks a key step in Uptime’s growth strategy, bolstering its capacity to deliver premium cloud and IT solutions to law firms across North America.
Revenue Rocket Consulting Group served as the exclusive buy-side M&A advisor to Uptime.
This merger, Uptime's fourth acquisition, brings together two companies recognized for their expertise in cloud and IT management services tailored to the legal sector.
Financial terms of the acquisition were not disclosed.
Uptime CEO Dennis Dimka said, “The addition of LexCloud to our portfolio expands our ability to serve law firms with cutting-edge cloud solutions across North America.”
LexCloud CEO Mike Dewdney said, “Joining forces with Uptime aligns with our vision for the future of legal technology. Together, we'll continue to push boundaries and deliver cutting-edge solutions that help law firms thrive in the digital age.”
Aura Minerals to acquire Bluestone Resources for up to $103 million
Aura Minerals agreed to acquire Guatemalan gold developer Bluestone Resources in a deal valued at approximately $103 million (US$74.3 million).
Under the agreement, Aura will acquire full ownership of Bluestone's Cerro Blanco gold project in southeast Guatemala, along with the nearby Mita geothermal project.
Gowling WLG (Canada) LLP and Dorsey & Whitney LLP LLP are serving as Canadian and US legal counsel, respectively, to Aura.
Blake, Cassels & Graydon LLP and Paul, Weiss, Rifkind, Wharton & Garrison LLP are serving as Canadian and US legal counsel, respectively, to Bluestone, and GenCap Mining Advisory Ltd. is acting as financial advisor. Stikeman Elliott LLP is serving as counsel to Bluestone’s Special Committee.
“Cerro Blanco stands as a world-class deposit that has encountered both social and institutional hurdles,” said Aura CEO Rodrigo Barbosa. “We are confident that, along the next few years, by integrating it with Aura's 360 vision, we can refine our strategic approach to make Cerro Blanco another flagship project that exemplifies the utmost respect for social and environmental responsibilities while delivering value to all stakeholders.”
“The transaction presents shareholders with a choice to maintain exposure to Cerro Blanco through a proven Latin America mine developer and producer with a strong balance sheet or elect cash,” said Bluestone President, CEO, and Board Chairperson Peter Hemstead. “Aura is a well established Latin American producer with a track record of development and has the financial capacity to advance and unlock potential value from Cerro Blanco.”
The deal is expected to be completed in January 2025, subject to customary closing conditions.
Premium Income Corp launches $65.25 million offering of preferred shares
Premium Income Corporation (the “Fund”) launched a new offering of up to 4,350,000 Preferred Shares, priced at $15.00 each, targeting gross proceeds of $65.25 million.
The syndicate of agents for the offering was co-led by National Bank Financial Inc., CIBC Capital Markets, RBC Capital Markets, and Scotiabank.
Osler, Hoskin & Harcourt LLP is serving as the legal counsel for the Fund. Blake, Cassels & Graydon LLP is acting as legal advisor to the agents.
The offering is expected to be completed on or about November 6, 2024, subject to certain closing conditions.