8071667 Canada Inc., a wholly owned subsidiary of Teck Resources Limited, acquired all of the outstanding common shares of SilverBirch Energy Corporation by way of a plan of arrangement for aggregate consideration of $440 million.
As part of the transaction, SilverBirch and Teck transferred certain of their exploration assets along with a contribution to working capital by Teck to a newly formed subsidiary called SilverWillow Energy Corporation and spun SilverWillow's shares out to SilverBirch's shareholders. Each SilverBirch shareholder received one SilverWillow share for each SilverBirch share as part of the arrangement.
Teck Resources was represented by an in-house team including Peter Rozee, Nick Uzelac (M&A) and Doug Powrie (tax) and was represented by Stikeman Elliott LLP with a team that included Sean Vanderpol, Jonah Mann, Muneeb Yusuf, Amy Hu (corporate/M&A/securities); Shawn Neylan (competition/antitrust); and Dean Kraus, Francesco Gucciardo (tax) in Toronto; and Lisa McDowell (oil & gas); Michael Dyck (banking); Mike Mestinsek, Evan Dickinson (litigation); and Rose Anderson (real estate) in Calgary.
SilverBirch was led by its in-house counsel Jina Abells Morissette and was represented by Blake, Cassels & Graydon LLP with a team that was led by Pat Finnerty and included Ross Bentley, Dana Hnatiuk, Richard Maclean, Jennifer Marshall, Dan McLeod and Nathan Robb (corporate/M&A/securities); Chris Christopher, Katie Jamieson, Kevin Kerr and Jana Prete (energy); Jason Gudofsky (competition/antitrust); Max Brunette and Krista Schofer (employment); Nick Tropak (financial services); Melanie Gaston (litigation) and Paul Logan and Jay Geers (real estate) and by Craig Maurice and Saira Bhojani of Torys LLP as tax counsel. SilverBirch was represented in the US by Paul, Weiss, Rifkind, Wharton & Garrison LLP with a team consisting of Andrew Foley and Anat Aronowicz (corporate/securities); and David Mayo and Rebecca Freeland (tax).