JMC Steel Group, Inc. (“JMC”) and Lakeside Steel Inc. (TSX-V: LS) (“Lakeside”) announced the completion of JMC's acquisition of Lakeside by way of a statutory plan of arrangement under the Business Corporations Act (Ontario) for a total deal value in excess of $100 million. JMC, through a wholly owned subsidiary, acquired all of the issued and outstanding common shares of Lakeside at a price of $0.2983 in cash per share. In connection with the transaction, Lakeside's senior secured lender assigned all of its outstanding indebtedness under its credit facilities in favour of JMC and, moreover, JMC entered into a new $50 million term loan facility in favour of Lakeside.
Lakeside has operating facilities located in Welland, Ontario, Thomasville, Alabama, and Corpus Christi, Texas, and two processing facilities currently being constructed in Thomasville, Alabama.
Lakeside is a diversified steel pipe and tubing manufacturer with a focus on manufacturing and upgrading oil country tubular goods. Lakeside's list of customers includes large oil and gas end users as well as distributors across North America.
JMC is the largest independent steel tubular manufacturer in North America, producing more than 2 million tons of pipe and tubular products a year.
JMC was represented by Stikeman Elliott LLP with a team comprising Curtis Cusinato, Sean Vanderpol, Jeremy Ehrlich and Paul Karvanis (M&A); Marie Garneau, Kelly Niebergall and Enza Agazzi (banking); Nancy Ramalho (employment and labour); Andrea Boctor (pensions); John Lorito and Francesco Gucciardo (tax) and Larry Cobb (environmental).
Lakeside was represented by a team from Fasken Martineau DuMoulin LLP led by Sean Stevens and including Krisztián Tóth, Bradley Freelan, Amira Abouali, Laura Fetter and Arun Krishnamurti (corporate/securities); Mitchell Thaw (tax); Richard Johnston (pensions); Dugan Edmison (real estate); Karen Sargeant (labour and employment) and Jeff Kauffman (litigation).
The Special Committee of the Directors of Lakeside was represented by Osler, Hoskin & Harcourt LLP with a team comprising Jean Fraser, Emmanuel Pressman and Alex Gorka (M&A/corporate/securities); Laura Fric (litigation); Michael Matheson (banking) and Jim Hassell (employment and labour).