A subsidiary of ExxonMobil Canada Ltd. (“Exxon Mobil”) completed the acquisition of Celtic Exploration Ltd. (“Celtic”), an Alberta-based oil and natural gas producing company with assets in western Canada, for total cash consideration of approximately $3 billion.
The acquisition of Celtic was carried out by way of a plan of arrangement, pursuant to which Exxon Mobil indirectly acquired all of the outstanding common shares of Celtic, including the Celtic common shares issued upon the conversion of all of the outstanding convertible unsecured subordinated debentures of Celtic, pursuant to the plan of arrangement. Under the transaction, the former holders of Celtic common shares received, for each Celtic common share held, $24.50 in cash and one-half of one common share of Kelt Exploration Ltd. (“Kelt”), a new TSX-listed junior oil and gas exploration and production company led by the former Celtic management team.
Exxon Mobil's in-house legal team included Richard Aguirre of Exxon Mobil Corporation and Brian Livingston, Lara Pella, Richard Lane and Ian Laing of Imperial Oil Limited. Exxon Mobil and Imperial Oil were also represented by Blake, Cassels & Graydon LLP, with a team that included Chad Schneider, Ben Rogers, Olga Kary and Richard Maclean (corporate/M&A); Julie Soloway, Kevin MacDonald, David Rosner and Charles Layton (competition and foreign investment); Robert Kopstein and Nancy Diep (tax) and Nick Tropak (banking) and by Stikeman Elliott LLP with a team that included Douglas Richardson, Dean Kraus and Julie D'Avignon.
Celtic and Kelt were represented by Borden Ladner Gervais LLP, with a team that included William Guinan, Robyn Bourgeois, Louise Lee, Michael Saliken (corporate/securities); Colin MacDonald (competition and foreign investment) and Ross Freeman and Jean-Philippe Couture (tax).