Industrial Alliance Acquires Clarington

Industrial Alliance Insurance and Financial Services Inc. has successfully completed its $200 million-plus takeover bid for mutual fund company Clarington Corporation.

Industrial Alliance of Quebec City is Canada's fifth largest life and health insurance company with over $32 billion of assets under management and administration. The acquisition of Clarington adds over $4 billion of assets under management. With the acquisition, Industrial Alliance will rank 17th in the Canadian retail fund market, with over $10 billion in mutual and segregated fund assets and more than 500,000 clients Canada-wide.

The offer by Industrial Alliance to acquire all of the outstanding Clarington common shares not owned by the company expired on January 10, 2006, with more than 90 per cent of the Clarington shares taken up pursuant to the offer. Industrial Alliance offered $15 per share pursuant to the offer, payable in cash and/or common shares.

Industrial Alliance's in-house legal team was led by legal counsel Jennifer Dibblee and France Beaudry. Cassels Brock & Blackwell LLP represented Industrial Alliance with a team that included Gordon Goodman (financial services), Norman Findlay, Peter Dunne, Howard Burshtein, Christine Vogelesang and Patrick Gleeson (securities), Chris Norton (tax), John McGowan (employment) and Mark Nicholson and Chris Hersh (competition). Jean Daigle and Christine Dubé of Ogilvy Renault LLP acted as special counsel to Industrial Alliance for Quebec and securities law matters, while David Wilson and Tania Garcia-Eaton of Shearman & Sterling LLP advised Industrial Alliance on US securities law matters.

Clarington's in-house legal team was led by general counsel Matthew Campbell. Clarington was represented by Borden Ladner Gervais LLP with a team that included Rosalind Morrow, Frank Allen, Paul Simon and Terence Lui (securities/corporate), Carol Derk (securities - investment funds), Robert Black (securities/competition), Martin Sclisizzi (employment), Adam Fanaki (competition), Eva Krasa (tax) and Gus Karantzoulis (banking/structured finance), while Jeff Glass, David Jackson and Chris Hewat of Blake, Cassels & Graydon LLP acted for the special committee of the board of directors of Clarington.