SCI Acquires Keystone North America

On April 29, 2010, Service Corporation International (SCI) completed the acquisition by take-over bid and compulsory acquisition of the shares of Keystone North America Inc. In connection with the acquisition, Keystone redeemed its outstanding subordinated notes, which formed part of its outstanding Income Participating Securities, and repaid the outstanding amounts under the senior credit facility of its subsidiary. The total transaction value was approximately $290 million. SCI, headquartered in Houston, Texas and listed on the NYSE is North America's largest provider of deathcare products and services. Keystone is headquartered in Tampa, Florida and was listed on the TSX.

Gregory Sangalis, Senior Vice President, General Counsel and Secretary, and Lori Spilde, Senior Corporate Counsel, led the transaction for SCI. SCI's US counsel was Locke Lord Bissell & Liddell LLP in Houston led by Kevin Peter (M&A), with a team that included Marc Watts, David Taylor and Brian Bowen (securities), Lyman Paden (finance), James Howard (tax), David Wilhelm (M&A) and Edward Razim (employment), assisted by K&L Gates LLP in Washington, DC with James Weiss, Brian McCalmon, Jenee Desmond-Harris and Kenneth Knox (antitrust). SCI's Canadian counsel was Fraser Milner Casgrain LLP led by Michael Melanson (securities/M&A), with a team that included Ralph Shay, Jenny Chu Steinberg and Peter Danner (securities/M&A), Ronald Matheson (banking), Zahra Nurmohamed (tax) and Clayton Caverly (competition/Investment Canada).

Keystone was assisted in the US by Foley & Lardner LLP with Steven Vazquez and Bill Dolence Jr. (M&A) in Tampa and Howard Fogt Jr., Alan Rutenberg and Benjamin Dryden (antitrust) in Washington, DC, and by Hodgson Russ LLP with Carol Fitzsimmons (tax), Victoria Saxon (finance) and Richard Kaiser (employment) in Buffalo. Keystone's Canadian counsel was Goodmans LLP with a team that included Sheldon Freeman, Gesta Abols and Peter Hawkings (securities/M&A), Jon Northup and Jarrett Freeman (tax), Mark Surchin (finance) and Richard Annan (competition/Investment Canada).