Gibson Energy Inc. (“Gibson”) completed an offering of subscription receipts at a price of $22.10 per subscription receipt for total gross proceeds of approximately $403 million on October 29, 2012. Gibson, based in Calgary, is one of the largest independent midstream energy companies in Canada and a major participant in the crude oil transportation business in the United States, and is engaged in the movement, storage, blending, processing, marketing and distribution of crude oil, condensate, natural gas liquids and refined products.
On October 31, 2012, Gibson completed its previously announced acquisition (the “Acquisition”) of all of the issued and outstanding common stock of the parent holding company of OMNI Energy Services Corp. (“OMNI”) for US$445 million. OMNI is a privately held provider of environmental and production services to the oil and gas industry and is based in Carencro, Louisiana. On completion of the Acquisition, each subscription receipt was exchanged, without payment of additional consideration or further action, into one common share of Gibson.
Gibson was represented by Sean Wilson, Gibson's Vice President, General Counsel and Secretary, and Jessica Chell and Jillian Acton, Legal Counsel, and in Canada by Bennett Jones LLP with a team that included Will Osler, Kahlan Mills and Sandra Malcolm (securities) and Alan Rautenberg (tax) and in the United States by Latham & Watkins LLP with a team that included Patrick Shannon, Jason Silvera, Jordan Miller and Smriti Nakhasi.
Canadian counsel to the underwriters was Norton Rose Canada LLP, with a team comprising Mark Eade and Peter Allegretto (securities) and Darren Hueppelsheuser (tax). US counsel to the underwriters was Skadden, Arps, Slate, Meagher & Flom LLP, with a team comprising Riccardo Leofanti, Michael Acedo and Vittoria Varalli (securities) and Daniel McCall and Vikram Agarwal (tax).
Wellspring Capital Partners (OMNI was its portfolio company) was represented in the United States by Paul, Weiss, Rifkind, Wharton & Garrison LLP with a team that included Angelo Bonvino , Eric Goodison and Nick Ramphal; and in Canada by Davies Ward Phillips & Vineberg LLP with a team that included Sébastien Thériault, Sébastien Roy and Trevor Rowles.