C.I. Fund Takeover Bid for Mackenzie Financial

On November 6, 2000, C.I. Fund Management Inc. (C.I. Fund), one of Canada’s largest independent mutual fund companies with $30 billion in fee-earning assets held in mutual and segregated funds, announced its intention to make an unsolicited cash-and-shares takeover for 100 per cent of the outstanding common shares of Mackenzie Financial Corporation (Mackenzie) for $28.25 per common share, for total consideration of approximately $3.8 billion.

Mackenzie is one of Canada’s largest mutual fund companies with more than one million investors and approximately $40 billion in assets under management. If successful, the combination of C.I. Fund and Mackenzie will form Canada’s largest and most diversified mutual fund company, with approximately $68 billion in fee-earning assets, making it more than 60 per cent larger than its closest direct competitor.

Under the Offer, which was mailed out on November 17, shareholders of Mackenzie can elect to receive $28.25 cash, 1.70 common shares of C.I. Fund or a combination of cash and shares for each share of Mackenzie. The cash and share alternatives are subject to an aggregate maximum of $600 million and to proration. Eligible shareholders will have the opportunity to participate in the merged company’s very strong prospects on a tax-deferred rollover basis. The Offer will be open for acceptance until midnight on December 22, 2000.

Mackenzie Financial is represented by Goodmans LLP (previously Goodman Phillips & Vineberg LLP), whose team is led by Stephen Halperin, and includes David Matlow, Georges Dubé, Don Henderson and Tammy Cadsby (corporate and securities), Mitchell Sherman and Carrie Smit (tax), Gale Rubenstein (regulatory matters) and Daniel Gormley (competition), working together with Mackenzie Executive Vice-President, Legal, Harold Hands and Senior Vice-President, Legal, Sian Brown.

Blake, Cassels & Graydon LLP represents C.I. Fund Management Inc., with a team that includes Gordon Currie, Michael Sharp, Michael Gans and Paul Belanger (corporate, M&A), along with Jeff Lloyd, Shannon O’Hearn and Cecile Chung (securities), Jeff Galway (litigation) and David Fruitman
(competition).