Tourmaline Oil Corp. closes $756M equity financings and $1.369B acquisition of assets from Shell Canada

On November 30, 2016, Tourmaline Oil Corp. ("Tourmaline") closed the previously announced acquisition from Shell Canada Energy ("Shell Canada").  Tourmaline acquired strategic assets located in the Alberta Deep Basin and the North East British Columbia Gundy area for total consideration of $1.369 billion. Tourmaline is a Canadian senior crude oil and natural gas exploration and production company.

In conjunction with the acquisition, Tourmaline closed a public offering of 3,309,700 subscription receipts for gross proceeds of approximately $115 million on Nov. 10, 2016. Concurrently with the closing of the public offering, Tourmaline closed a private placement offering of 18,274,000 subscription receipts with certain institutional investors for gross proceeds of approximately $635 million. Upon closing of the acquisition, all of the subscription receipts issued in the public offering and private placement were exchanged for one common share of Tourmaline.

The public offering and private placement were completed through a syndicate led by Peters & Co. Limited and included GMP FirstEnergy, Scotia Capital Inc., National Bank Financial Inc., CIBC World Markets Inc., RBC Dominion Securities Inc., TD Securities Inc., BMO Nesbitt Burns Inc. and Raymond James Ltd.

Tourmaline was represented by Burnet, Duckworth & Palmer LLP on both the acquisition and financing with a team that included William Maslechko, James Kidd and Jessica Brown (securities), Carolyn Wright, Stuart Money and Natasha Wood (energy), Alicia Quesnel and Randon Slaney (competition) and Heather Di Gregorio, Brandon Holden and John MacDonald (tax).

Shell Canada was represented in-house by Jeff MacKenzie, Counsel, Upstream, Shell Canada and a wide-range of other team members, with assistance from Osler, Hoskin & Harcourt LLP, including Simon Baines and Kate Royer (energy) and Neal Ross and Justin Sherman (securities).

The financing syndicate was represented by Blake, Cassels & Graydon LLP with a team that included Daniel McLeod, Olga Kary, Sarah Hammond (securities) and Carrie Aiken (tax).