Manitoba Telecom Acquires Allstream

On June 4, 2004, Manitoba Telecom Services Inc. (MTS) completed its acquisition of Allstream Inc. (formerly AT&T Canada) for approximately $1.7 billion, becoming Canada’s third-largest telecommunications company. Under the terms of the arrangement, MTS acquired all of the Allstream class A voting shares and class B limited voting shares at an offering price per Allstream share of $23 in cash plus 1.0909 MTS shares. As a result, MTS issued 6,433,089 MTS common shares and 16,089,876 MTS class B preference shares to Allstream shareholders in connection with the completion of the transaction. Allstream’s shares were delisted from the TSX and Nasdaq.

MTS was represented by Peter Falk, Q.C., executive vice-president, business development, general counsel and corporate secretary, as well as Irene Groot-Koerkamp, director, law, and Ellen Leibl, Q.C., senior associate counsel, both of the MTS law department, with assistance from Torys in Toronto and New York, and from Aikins MacAulay & Thorvaldson in Winnipeg. The Torys team in Toronto included James Turner, Kevin Morris, John Emanoilidis, Josée Guibord and Cindy Cameron (corporate), James Welkoff and Jennifer Leach (tax), Scott Bomhof (insolvency), Len Griffiths (environmental), David Vincent (pension), Jay Holsten and Margaret Forbes (competition) and James C. Tory, Linda Plumpton and Andrew Gray (litigation). The Torys team in New York included Andy Beck, Ilana Mantell and Peter Keenan. The Aikins team included Carmele Peter (corporate and tax), Edward Warkentin, John Braun, Michelle Redekopp and Krista Boryskavich (corporate), Steven Kohn and Rob Lee (tax), Richard Yaffe (securities) and Jonathan Kroft, Brent Ross, Erin Wilcott and Christian Monnin (litigation).

Allstream was represented by Scott Ewart, senior vice-president, general counsel and secretary, with assistance from Borden Ladner Gervais, McMillan Binch and, in the US, Cravath, Swaine & Moore. The BLG team included Francis Allen, Frank Callaghan and Dyana McLellan (corporate and securities), Frank Newbould, Q.C., and Benjamin Glustein (litigation) and Larissa Tkachenko (tax) in Toronto, and Richard Shannon and Frédéric Chatel (corporate) in Montreal. The McMillan Binch team consisted of Neil Campbell and Mark Opashinov (competition). The Cravath, Swaine & Moore team consisted of Thomas Brome and Alyssa Caples. Allstream was initially advised by Stikeman Elliott with an M&A team comprised of Marvin Yontef, Brian Pukier, Elizabeth Breen and David Weinberger as well as Lianne Miller and Dean Kraus (tax).