On May 20, 2015, BCE Inc. (BCE) and Rogers Communications Inc. (Rogers) completed their acquisition of GLENTEL Inc. (GLENTEL), a Canadian-based multi-carrier mobile products distributor.
Pursuant to an arrangement agreement dated November 28, 2014, (the Arrangement) BCE acquired all of the issued and outstanding common shares of GLENTEL for a total consideration of approximately $594 million. GLENTEL shareholders were entitled to elect and receive either $26.50 in cash, or 0.4974 of a common BCE share, for each GLENTEL common share, subject to pro-ration. Following closing of the Arrangement, BCE divested 50 per cent of its ownership interest in GLENTEL to Rogers for around $390 million in cash.
GLENTEL was subsequently delisted from the Toronto Stock Exchange and ceased to be a reporting issuer under applicable Canadian securities laws.
The BCE team consisted of Mirko Bibic, Executive Vice President and Chief Legal & Regulatory Officer, Michel Lalande, Senior Vice President and General Counsel, Martin Cossette, Vice President Legal, Jean-Francois Laroche, Senior Legal Counsel, and David Letourneau, Legal Counsel, Pierre-Luc Hébert, Assistant General Counsel, Legal and Regulatory and Mark Graham, Senior Counsel, Legal and Regulatory.
Blake, Cassels & Graydon LLP represented BCE with a team including Jeff Lloyd, Shlomi Feiner, Markus Viirland, Catherine Youdan, Gordon McKenna, Raees Nakhuda, Jeremy Ozier, Liam Churchill, Georgia Brown and Adam Garetson (corporate/M&A), Brian Facey, Julie Soloway, David Rosner, Kate McNeece, (competition), Paul Stepak, Jeffrey Shafer, Josh Jones, Allan Gelkopf and Zvi Halpern-Shavim (tax), Seumas Woods, J.A. Prestage, Paul Schabas and Ryan Morris (litigation), Connie Reeve (employment), Tony Turco (intellectual property), Joseph Grignano (real estate) and Michelle Laniel (financing).
Sullivan & Cromwell represented BCE in respect of US legal matters related to the Arrangement with a team that included George Sampas, Donald Crawshaw, Walton Dumas and Matthew Goodman.
The Rogers team consisted of Graeme McPhail, Senior Vice President, Legal and Associate General Counsel, and Tanner Helwig, Legal Counsel.
Torys LLP represented Rogers with a team including Sharon Geraghty, Rima Ramchandani, Huw Evans and Giancarlo Ruscio. James Musgrove, Dan Edmondstone, Mark Opashinov, Jun Chao Meng and Joshua Chad of McMillan LLP represented Rogers in connection with competition matters. Gordon Capern and Michael Fenrick at Paliare Roland Rosenberg Rothstein LLP represented Rogers on litigation matters.
GLENTEL’s team was led by Erika Tse, Chief Legal Officer, VP-HR and Corporate Secretary.
Owen Bird Law Corporation represented GLENTEL with a team including Douglas Johnson and Ron Paton (corporate and securities), James McBeath and Clayton Greenwood (commercial law), Josephine Nadel and Jocelyn Le Dressay (tax).
McCarthy Tétrault LLP represented the special committee of the board of directors of GLENTEL, with a team that included Clemens Mayr, Patrick Boucher, Cameron Belsher, Pavan Jawanda and Laure Fouin (corporate/M&A), Gabrielle Richards (tax), Grant Buchanan (regulatory), Geoff Hall and Atrisha Lewis (litigation), and Oliver Borgers and Michele Siu (competition).
Gowling Lafleur Henderson LLP
advised Canaccord Genuity Corp., financial advisor to the Special Committee of the Board of Directors of GLENTEL, with a team that included Ian Palm
, Faran Umar-Khitab, Scott Kugler
and Deborah Templer.