Stikeman Elliott, Latham & Watkins, McMillan, BD&P, Blakes also serve as legal advisors in deals
McCarthy Tetrault was involved in six deals this week, including Paper Excellence’s acquisition of Montreal-based Resolute Forest Products Inc. for an enterprise value of $3.5 billion. McMillan, Latham & Watkins, and Stikeman Elliott also advised the Paper Excellence deal, while Burnet Duckworth & Palmer and Blakes joined McCarthy, respectively, in the $285-million sale of Petrogas Energy shares to AltaGas and in Great Bear Royalties’ $200-million sale to a US gold mining firm.
Paper Excellence to buy Resolute Forest Products for $3.5 billion enterprise value
The Paper Excellence Group, through its subsidiary Domtar Corporation, a diversified manufacturer of pulp and specialty, printing, writing, and packaging papers, agreed to acquire Montreal-based Resolute Forest Products Inc. for $3.5 billion enterprise value.
Paper Excellence and Domtar’s legal advisors are Latham & Watkins as lead counsel, McMillan LLP as competition counsel, and McCarthy as Canadian M&A counsel. Barclays is acting as exclusive financial advisor.
McMillan’s team consists of François Tougas as the lead partner on the transaction and supported by Mark Opashinov and Joshua Krane.
Resolute’s legal advisors are Paul, Weiss, Rifkind, Wharton & Garrison as lead counsel and Stikeman Elliott as Canadian M&A and competition counsel. CIBC Capital Markets is acting as exclusive financial advisor.
Patrick Loulou, Paper Excellence Group vice chair and chief strategy officer, said, “Resolute is an ideal fit for our long-term growth strategy. It complements our existing pulp, paper and packaging businesses and adds capabilities in lumber and tissue. We have seen firsthand that Resolute prides itself on its great people, strong assets and a culture of excellence going back more than two hundred years.”
John D. Williams, Domtar president and CEO, said, “The addition of Resolute enables us to continue executing our long-term business plan to drive growth to the benefit of all stakeholders. After the close of the transaction, the Paper Excellence Group will own or operate a collection of diverse, strategic assets across North America that allows us to deliver a wider range of high-quality products to our customers.
Remi G. Lalonde, Resolute president and CEO, said, “With this transaction, Resolute will accelerate its growth as it gains access to more tools, capital and opportunities to pursue our ambitions with the combined resources of the Paper Excellence Group.”
The transaction is expected to close in the first half of 2023.
AltaGas acquires 25.97-percent stake in Petrogas Energy for $285 million
Energy infrastructure company AltaGas acquired a 25.97-percent stake in Canadian oil firm Petrogas Energy, from Idemitsu Canada Corporation, for $285 million.
Burnet, Duckworth & Palmer LLP served as legal advisor to AltaGas.
McCarthy Tétrault LLP served as the legal counsel and BMO Capital Markets acted as the financial advisor to Idemitsu.
"We are excited to take full ownership of Petrogas," said AltaGas President and CEO Randy Crawford. "This transaction provides us the ability to further integrate and optimize our industry leading west coast export platform, solidifying our position as the leading provider of North American Liquified Petroleum Gases (LPGs) from the west coast. The transaction clearly demonstrates our ability to recycle capital into strategic growth opportunities and ensures that AltaGas is well-positioned to connect domestic customers with global markets in the most efficient manner. We will continue to develop the Petrogas assets and leverage its port and tidewater access to meet our domestic customers with global customers' needs, including various energy transition opportunities that are aligned with North America and Asia's long-term lower-carbon focus."
Great Bear Royalties to sell to US mining company Royal Gold for $200 million
Gold mining company Great Bear Resources agreed to sell its subsidiary Great Bear Royalties to Colorado-based precious metals stream and royalty company Royal Gold, via its subsidiary, International Royalty, for $200 million.
Blake, Cassels & Graydon served as legal counsel to Great Bear Royalties, while Cormark Securities, GenCap Mining Advisory, Fort Capital Partners acted as financial advisors.
Blakes team was led by Bob Wooder and supported by Jamie Kariya, Amir Mirbagheri, Darren Whitehouse, Brooke Miskiman, Kai Duchnycz (Securities/M&A); Sean Boyle (Litigation); Julie Soloway, Fraser Malcolm (Competition); Kevin Zimka (Tax).
McCarthy Tétrault served as legal counsel and CIBC Capital Markets as financial advisor to International Royalty Corporation.
Royal Gold President and CEO Bill Heissenbuttel said, “I am pleased to announce this friendly transaction with Great Bear Royalties Corp., which provides Royal Gold exposure to Canada’s newest major gold discovery, the Great Bear Project.”
The Great Bear Project land package hosts multiple zones of high-grade mineralization.
Great Bear Royalties Chair of the Board John Robins said, “The Great Bear saga represents one of the great Canadian gold discoveries of the past century. From the identification of a previously overlooked part of the Red Lake Camp and the application of best-in-class geoscience, the amount of value created for all stakeholders has been significant. The sale of Great Bear Royalties to Royal Gold is the culmination of value creation for our shareholders, and we very much look forward to following the development of the Great Bear Project.”
The transaction is expected to close in the third quarter of 2022.
New York’s Ronin Equity Partners merges three outdoor power equipment, utility trailers firms
New-York based Ronin Equity Partners created a North American diversified provider of small- to medium-scale outdoor power equipment and utility trailers through the simultaneous acquisitions of Georgia-based company Currahee Trailers and two Ontario-based firms DK2 and SnowBear.
Katten Muchin Rosenman and McCarthy Tetrault served as US and Canadian legal counsel, respectively, to Ronin, while Harvey & Company and Robert W. Baird acted as financial advisors. Debt was provided by Royal Bank of Canada, HSBC, and National Bank of Canada.
Ronin Managing Partner David Feierstein said, “These three firms are helping to create a new category of high-end consumers and small-scale professional users for outdoor power equipment and utility trailers. We see significant growth in this prosumer demand for years to come.”
DK2 Founder and CEO Steve Malizia said, “This is more than just an investment. Ronin is bringing us back-office resources and scaling experience, while reinforcing operating muscle so that we can exceed our base potential as a combined group.”
