Lawyers in Canada: Davis LLP - Legal Advisors Since 1892

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Corporate / Commercial / M&A

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Davis LLP has provided legal and business advice to individuals, corporations, partnerships and other entities spanning the full range of commercial activity for over 100 years. The firm's Corporate / Commercial / M&A law practice team comprises over 85 lawyers possessing high levels of expertise in many industries and includes members of our other practice areas such as Commercial Lending, Taxation, Estate Planning & Litigation, Intellectual Property, Insurance, and Competition.

Davis represents some of the largest corporations in Canada, the United States, Australia, Japan and elsewhere, but we also attend to the specialized needs of smaller independent business. The firm's commercial expertise is rooted in the development of the natural resource industries of Western and Northern Canada over the last 100 years. Much of this development has been done through off-shore and cross-border investment and M&A and as a consequence, we have special expertise in structuring and carrying out the acquisitions and investments of off-shore and cross-border investors. This expertise extends to:

• Mergers, acquisitions, and corporate reorganizations, as well as related financing matters, competition issues, bulk sales, regulatory and other legal issues
• Project development and project financing (including public-private partnerships and infrastructure projects)
• Corporations, limited and general partnerships, and joint ventures, and other forms of business associations and strategic alliances
• Securities laws and the regulatory process, corporate finance, and public offerings
• Amalgamations, plans of arrangement, and other business combinations which implement complex corporate reorganizations in a tax-effective manner
• Responsibilities, liabilities and fiduciary duties of directors of private and public companies, and other corporate governance matters
• Environmental laws and regulations applicable to various business enterprises
• Dealership agreements, franchise agreements, and product distribution agreements
• Technology transfers, trade-mark protection and other matters involving intellectual property and information technology
• Licence agreements, supply contracts, customer service agreements, employment agreements, management agreements, consulting agreements, project agreements, non-disclosure agreements, non-competition agreements, and innumerable other commercial contracts
• Forestry, mining, hospitality, health care, media, and other industry specialties
• Commercial arbitration matters, including international arbitration

Representative Clients and Transactions

Infrastructure & Project Finance

• Represented Bilfinger Berger BOT Inc. in the $650 million Calgary Ring Road (Stoney Trail) P3 Project.
• Represented SNC-Lavalin Inc. in the first DBFM rail-based rapid transit service P3 project in North America, which will connect Vancouver with central Richmond and the Vancouver International Airport. This $1.8 billion project was awarded the prestigious "North American Transport Deal of the Year" by Project Finance Magazine (New York) and "Infrastructure Deal of the Year - Americas" by PFI Magazine (U.K.).
• Represented Bilfinger Berger BOT Inc. in the $1.1 billion Golden Ears Bridge P3 Project. The Project involves the design, construction, financing of a new north-south connection across the Fraser River east of Vancouver, and will have the second largest project financing of any public infrastructure project in Canada after the Confederation Bridge.
• Represented BBPP Alberta Schools Limited in an agreement valued at $643 million to design, build, finance and maintain 18 state-of-the-art schools in Alberta. This agreement represents the largest ever Canadian schools P3 transaction and Alberta's largest social infrastructure P3.
• Represented NORTHWESTCONNECT General Partnership and Bilfinger Berger Project Investments in a $1.42 billion project involving the design, construction, financing, maintenance and operation of the northwest portion of Anthony Henday Drive in Edmonton.
• Represented a consortium led by Bilfinger Berger BOT Inc. and John Laing plc. in the $435 million Kelowna-Vernon Hospital Project.

Income Trusts

• Ongoing representation of CanWel Building Materials Income Fund, Canfor Pulp Income Fund, PRT Forest Regeneration Income Fund and Taiga Building Products Ltd., income funds which are listed on the TSX.
• Acted as counsel to the Fund and the Newport group of companies in the initial public offering of Newport Partners Income Fund and is ongoing counsel to the Fund.
• Converted Canadian subsidiary of CHC Helicopter to an income fund.
• Converted Big Rock Brewery into an income trust by way of a plan of arrangement.
• Acted as counsel to the underwriters in the initial public offering of Coast Wholesale Appliances Income Fund.
• Special tax and restructuring counsel to TimberWest Forest Corp.

Mergers & Acquisitions

• Represented AnorMED in its US$580 million acquisition by Genzyme Corporation
• Represented John Laing plc in its acquisition of Macquarie Group's interest in the $355 million Abbotsford Regional Hospital and Cancer Centre, & the $95 million Gordon and Leslie Diamond Health Care Centre
• Represented Brascan Corporation (now known as Brookfield Asset Management) in its acquisition of Weyerhaeuser Company Limited's British Columbia coastal business for approximately $1.4 billion, in a transaction which included freehold timberlands, sawmills, remanufacturing facilities and associated annual Crown harvest rights.
• Represented MDSI Mobile Data Solutions in its acquisition by Vista Equity Partners. The $70 million acquisition was through an investment vehicle managed by Vista which acquired all of the outstanding shares of MDSI.

Securities

• Acted for the Independent Liquidity Committee of AirSource Power Fund I LP in its $212 million takeover bid by Algonquin Power Income Fund.
• Acted for Credit Union Central of British Columbia in a $125 million mid-term note offering.
• Acted for Western Prospector Group Ltd. in a $20 million bought deal underwritten by National Bank Financial Inc., Haywood Securities Inc. and Sprott Securities Inc.
• Acted in the Canadian redomiciliation of a South African public mining company, pursuant to a South African arrangement and reverse take-over of a TSX-listed company. Listings are on the TSX (primary) and the Johannesburg stock exchange (secondary).

Recognition

• Members of our Corporate / Commercial Group are recognized as leading lawyers in their fields by LEXPERT, Chambers Global Client Guide, and Martindale-Hubbell.

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