Page 43 - CCCA61_2011

CCCA_V5No1_Col-DealDevelop-FIN.qxd:CCCA_V1No2_Col-News-V1.qxd 2/2/11 11:34 AM Page 43 H ere are the highlights of some of the many mergers, acquisitions, financings and other deals taking place in corporate Canada over the last few months. Each of the entries below has been provided by a Canadian law firm involved in each deal. Teck Resources Limited Details: Teck Resources Limited completed a public offering in the United States of US$750-million in aggregate principal amount of new senior unsecured notes, comprised of US$300-million aggregate principal amount of 3.85 per cent notes due 2017 and US$450-million aggregate principal amount of 6.00 per cent notes due 2040. Teck used the proceeds of the issuance together with cash on hand to fund its cash tender offer to purchase US$800 million of its outstanding 9.75 per cent senior secured notes due 2014 and 10.25 per cent senior secured notes due 2016, which closed September 1, 2010. The syndicate for the offering of the new notes was led by Bank of America Securities LLC, Citigroup Global Markets Inc. and J.P. Morgan Securities Inc., as joint book-running managers, who also acted as dealer managers for the tender offer. Date: Closed August 17, 2010. John Conway, McMillan LLP On the Deal: For Teck: In-house by Peter Rozee, Senior Vice-President, Commercial and Legal Affairs, and Nick Uzelac, Corporate Counsel; Hellen Siwanowicz, John Conway, Andrew Tam and Denno Chen (securi- ties/corporate), Eric Friedman (banking), Paul Carenza (tax) and Henry Krupa (environmental), and John Morrison (banking) and Amandeep Sandhu (securities/corporate), formerly Lang Michener LLP, now McMillan LLP. For the joint book-running managers and dealer managers: Chris Hewat, Cynthia Sargeant and Gordon McKenna (securities), and Jeff Trossman and Wanda Rumball (tax), Blake, Cassels and Graydon LLP. Gerdau S.A. Details: Gerdau S.A. completed its acquisition of all the issued and outstanding common shares of Gerdau Ameristeel Corporation not already held by it for US$11.00 in cash per share by way of a plan of arrangement under the Canada Business Corporations Act (the “Arrangement”). The Arrangement was approved at a special meeting of Gerdau Ameristeel shareholders (including ISTOCKPHOTO approval by a “majority of the minority”), and was subsequently approved by the Ontario Superior Court of Justice. Pursuant to the Arrangement, 145,331,071 common shares were acquired for an aggregate purchase price of approximately US$1.6-billion. Based in Brazil, Gerdau S.A. is the leading producer of long steel in the Americas and one of the world's largest suppliers of spe- cial long steel. Gerdau Ameristeel is the second-largest mini-mill steel producer in North America. PRINTEMPS 2011 CCCA Canadian Corporate Counsel Association 43