News Corp., through its subsidiary HarperCollins Publishers, acquired Harlequin Enterprises Limited from Torstar Corporation for $455 million in cash, subject to certain adjustments.
The transaction was completed following approval by Torstar's Class A shareholders, approval by competition and antitrust authorities in Canada, the United States, Austria and Germany, and approval under the Investment Canada Act.
News Corp. was represented in-house by Michael Bunder, Senior Vice President and Deputy General Counsel, and Tina Maa, Vice President and Assistant General Counsel. HarperCollins was represented in-house by Christopher Goff, Senior Vice President and General Counsel, and Victor Hendrickson, Assistant General Counsel, and assisted by co-counsel Hogan Lovells LLP and Stikeman Elliott LLP. The Stikeman team included John Leopold, David Massé, Kevin Custodio and Luka Pavlovic (M&A); Paul Collins, Ashley Piotrowski and Marisa Muchnik (regulatory); Frank Mathieu and Philippe Kattan (tax); Natasha Vandenhoven and Andrea Boctor (pension and benefits); Nancy Ramalho (labour), Mario Paura and Brady McLeod (real estate) and Jonathan Auerbach (IP).
The Hogan Lovells team included Alexander Johnson, Maureen Hanlon, Leah Edwards, Catherine Milne, Jane Edwards and Steven Palyca (M&A); Joseph Krauss and Corey Roush (regulatory); Joseph Rackman and Susan Duffy (pension and benefits); and Richard Basuk and Philip Altman (tax).
Torstar Corporation was represented in-house by Marie Beyette, Senior Vice President, General Counsel and Corporate Secretary, and Troy Krushel, Senior Legal Counsel and Assistant Corporate Secretary, with assistance from Karen Louie, Vice President, General Counsel and Secretary of Harlequin; and externally by McCarthy Tétrault LLP with a team including Gary Girvan, David Tennant, Deandra Schubert and Heidi Gordon (M&A); Gabrielle Richards and Stefanie Morand (tax); Lorraine Allard and Randy Bauslaugh (pensions); Trevor Lawson (labour and employment) and Ian Bies (IP); by Osler, Hoskin & Harcourt LLP with a team including Peter Glossop and Kaeleigh Kuzma (regulatory) and Tony Devir (pensions and benefits); and by Linklaters LLP with a team including Thomas McGrath and John Eichlin (regulatory).