Don Wall and PHI, Inc. acquire HNZ Group Inc.

On December 29, 2017, Mr. Don E. Wall (Don Wall), PHI Inc. (PHI) and HNZ Group Inc. (HNZ), a Toronto Stock Exchange-listed provider of helicopter transportation and related support services, completed a statutory plan of arrangement pursuant to which, among other things, Don Wall, through a beneficially wholly-owned acquisition company, acquired all of the issued and outstanding common shares and variable voting shares of HNZ for $18.70 in cash per share, and PHI subsequently acquired HNZ’s offshore business conducted in New Zealand, Australia, the Philippines and Papua New Guinea. The total consideration paid to former holders of HNZ shares was approximately $233 million. 

Don Wall was represented by Burnet, Duckworth & Palmer LLP, with a team that included Colby Dewart (aviation), Jacob Hoeppner and Nigel Behrens (M&A), Kirk Lamb (tax) and Katherine Pybus and Nicole Chorley (banking). 

PHI Inc. was represented in Canada by Blake, Cassels & Graydon LLP, with a team that included David Kruse, Richard Turner, Joseph Zed and Niloofar Entezari (M&A), Donald Gray and Auriol Marasco (aviation), Paul Stepak and Sabrina Wong (tax), Jason Gudofsky and Kate McNeece (competition and foreign investment), Gary Daniel (intellectual property), Silvana D’Alimonte and Jason Kolarich (real estate), Holly Reid, Daryl Cukierman, Noemi Blasutta and Salma Gilani (labour & employment), Lindsay Mcleod (pensions & benefits), Jonathan Kahn and Grace Smith (environmental) and Sébastien Guy (litigation), and in the United States by Jones Walker LLP, with a team that included Kenneth Najder, Daniella Silberstein, Sarah Hunt and Thomas Kimball (corporate & securities) and Amy Scafidel (commercial lending). 

HNZ was represented by McCarthy Tétrault LLP, with a team that was led by Clemens Mayr and included Fraser Bourne, Mark McEwan, Xin Gao and Konstantin Sobolevski (business law), Christian Meighen, Angelo Discepola and Andrew Haikal (tax) and François Giroux (litigation). 

HNZ’s special committee was represented by Fasken Martineau DuMoulin LLP, with a team that included Gabriel Castiglio and Michel Boislard (business law).