Chairman & Chief Executive Officer: Hugh L MacKinnon
Managing Partners: C Perry Spitznagel QC (Calgary), Stephen W Bowman (Toronto), Enzo J Barichello QC (Edmonton), Timothy N Ross (Middle East)
Number of Partners: 200
Number of Lawyers: 375 (Includes Partners)
Firm Overview: Bennett Jones is one of Canada’s premier business law firms. With a 90-year history and unparalleled depth in energy, natural resources and project development, the firm has over 375 lawyers advising clients on corporate, commercial and restructuring mandates and litigation matters. Bennett Jones has expanded globally with offices in the Middle East and Beijing, with lawyers and business advisors who are best positioned to serve the firm’s international client base. With exceptional experience in complex cross-border and international transactions, the firm is well equipped to advise foreign businesses and investors with Canadian ventures, and connect Canadian businesses and investors with opportunities in China, the Middle East and around the world.
Main Areas of Practice: Bennett Jones has outstanding multi-disciplinary teams that work closely with clients to convert statutory and business issues into opportunities.
■ JAPEX Montney Ltd., a Canadian subsidiary of Japan Petroleum Exploration Co., Ltd. (JAPEX), in connection with the acquisition from Canadian subsidiaries of PETRONAS, the Malaysian national oil company, of an undivided interest in upstream natural gas assets located in North East BC and the proposed Pacific Northwest LNG export facility.
■ PetroChina International Investment Company Limited, in connection with its acquisition of an undivided 49.9% interest in Encana Corporation’s Duvernay asset for $2.18 billion and its joint venture with Encana to develop the Duvernay land.
■ First Solar Development (Canada), Inc. in connection with the development and sale to ABW Solar GP of a 50 megawatt PV electricity generation facility located in Ontario, one of North America’s largest PV power projects. Recognised leaders in both the transactional and regulatory spheres, the firm’s international experience includes upstream projects, LNG and oil sands projects, pipelines, refining, petrochemical, alternative energies, independent power projects, electricity deregulation, financings, emissions trading and host government upstream petroleum regime work. Distinguished as a domestic and international leader in core energy issues and supporting corporate commercial matters. Restructuring &
■ Sino-Forest – represented this multinational debtor in its complicated $6 billion cross-border restructuring under the CCAA (Canada, Hong Kong, PRC)
■ Nortel Networks – representing the Noteholders (largest creditor group in US and Canadian proceedings) in this $6 billion cross-border restructuring (Ontario and US)
■ Poseidon Concepts Corp. – representing the Courtappointed Monitor in these cross-border proceedings – claims in excess of $500 million (Alberta and US) The firm’s Restructuring and Insolvency practice group is especially noted for its pre-eminent Canadian practice in representing bondholders and major foreign creditors in many of Canada’s largest restructurings. However, as can be seen from the list, this group also claimed the largest debtor filing in Canada last year and one of the most intricate and complicated ongoing Court Monitor representations. These are a variety of examples of the Group’s very active cross-border restructuring practice involving the US and many other countries.
■ Counsel to the underwriters in connection with the $1.25 billion note offerings by the Province of Alberta in February and May 2013.
■ Counsel to the underwriters in connection with the $745 million in offerings (of which $345 million was common shares & $400 million was preferred shares) by Pembina Pipelines Corporation in March, July and October 2013.
■ CU Inc. in connection with its public offering of $700 million aggregate amount of debentures. Bennett Jones lawyers are consistently called upon to bring their hybrid set of skills and experience to assist public, private and institutional entities. The firm’s clients include companies in the oil and gas, telecommunications, pharmaceuticals, manufacturing and power industries. The firm’s transaction experience includes MJDS offerings, cross-border IPOs, subscription receipts, high-yield debt offerings and financings by royalty trusts and income funds.
Mergers & Acquisitions:
■ Advising the Special Committee of CML Healthcare in connection with the proposed $1.22 billion acquisition of the company by LifeLabs Medical Laboratory Services.
■ Advising Darling International Inc. in connection with its $645 million proposed acquisition of the Rothsay Rendering business from Maple Leaf Foods Inc.
■ C2C Industrial Properties Inc. in connection with its $226 million acquisition by Dundee Industrial REIT. With clients operating in a wide range of industries, jurisdictions and business sectors, members of the firm’s M&A group rank among the top in Canada, handling the highest number and dollar volume of deals both domestically and across borders. They have worked on some of the most complex mergers, acquisitions, divestitures and corporate reorganisations in Canadian business history.
■ Representation of Bank of America in industry wide competition related class action in which the plaintiff claims $5 billion in damages related to credit card fees charged to a national class of merchants.
■ Representing Sino-Forest Corporation, certain of its directors and officers and a Sino-Forest Litigation Trust in ongoing insolvency proceedings, class actions and individual actions with respect to the collapse of Sino-Forest, which at one point had a $6 billion market cap.
■ Representation of Dow Chemical Canada ULC in an $800 million action against NOVA Chemicals Corporation, in connection with a dispute arising from joint venture operations at their Joffre, Alberta ethylene plant Bennett Jones is consistently recognised in the marketplace for its expertise in cross-border litigation and is a domestic national leader in the areas of competition and antitrust, securities, class action, energy, intellectual property, commercial fraud, complex commercial, shareholder and professional negligence litigation. The firm also has prominent practitioners in alternate dispute resolution, including international commercial arbitration.
Banking & Finance:
■ Counsel to RBC Capital Markets, as lead arranger and the syndicate of lenders in connection with amendment and extension of the US$1.25 billion credit facility for Cameco Corp.
■ Encana Corporation in connection with its extension in June 2013 of a $4 billion syndicated Credit Facility with Royal Bank of Canada as Agent.
■ North West Redwater Partnership in connection with a $1.2 billion credit facility provided by Royal Bank of Canada, Canadian Imperial Bank of Commerce and JPMorgan Chase Bank to finance construction of a refinery project in Alberta Market observers note the firm’s particular expertise in a wide range of activities for borrowers with an unparalleled list of blue-chip clients. The group’s practice covers all aspects of acquisition financing, project financing and cross-border financing with particular expertise in aircraft finance. Competition,
Antitrust & Foreign Investment:
■ Safeway Inc. in connection with the $5.8 billion sale of substantially all of its Canadian assets to Sobeys Inc.
■ Glencore Xstrata plc in connection with its acquisition of all the outstanding shares of Viterra for approximately $6.1 billion and the subsequent sales of certain assets of Viterra to Richardson International Limited, Agrium Inc. and CF Industries Holdings, Inc.
■ Competition Bureau investigations and/or class actions regarding cathode ray tubes, optical disc drives, compressors, DRAM, chocolate products, concrete forming, lithium ion batteries, E-books, air cargo, credit cards, retail gasoline and a number of products in the wide-ranging auto parts investigation. The firm’s Competition, Antitrust and Foreign Investment Group includes the two most recent Commissioners of the Competition Bureau, based respectively in Ottawa and Washington DC and is one of the most experienced and respected groups in the country. The firm’s sophisticated M&A clearance practice, as well as the firm’s robust defence practice (against public prosecutions and private actions), are enhanced by the firm’s credibility with and deep understanding of the Bureau’s enforcement practices, priorities and concerns.
International Trade & Investment:
■ Rio Tinto Alcan - representing RTA in relation to allegations of injurious dumping of certain silicon metals before the Canada Border Security Agency (CBSA) and the Canadian International Trade Tributnal (CITT).
■ Lone Pine Resources Ltd. - representing Lone Pine in an investor-state claim against the Government of Canada pursuant to NAFTA in relation to the expropriation of a shale gas fracking permit in the Province of Quebec.
■ Hyundai Heavy Industries - the firm’s group continues its work for Hyundai Heavy Industries in connection with allegations of injurious dumping before the CBSA and the CITT, including judicial review before the Federal Court of Appeal of decisions made by the President of the CBSA. The firm’s lawyers are among the most highly-ranked and regarded international trade and investment, customs and commodity tax lawyers in Canada, including the former head of the Government of Canada’s International Trade Law Bureau from 2009-2012. They have represented clients at all levels of court and tribunal in trade and investment matters, including the Supreme Court of Canada, the Federal Court of Appeal, the Canadian International Trade Tribunal, NAFTA and WTO panels and investment tribunals. The group is also supported by senior advisors and counsel, including a former Minister of Public Security (with responsibility for the Canada Border Services Agency), former ambassadors to the WTO and the United States and the Chief of Staff of a former Prime Minister of Canada.
■ Glencore International in connection with its acquisition of all the outstanding shares of Viterra for approximately $6.1 billion and the related $2.6 billion spin-off of certain Viterra assets.
■ Counsel to a syndicate of underwriters led by Canaccord Genuity Corp. in a bought deal prospectus offering of common shares of MBAC Fertilizer Corp. for total gross proceeds of approximately $51.7 million, April 16, 2013.
■ Counsel to Premier Royalty Inc. in connection with its business combination with Sandstorm Gold Ltd., valued at $28.3 million, announced August 14, 2013. Bennett Jones is widely recognised as the leading Canadian law firm in energy and natural resources and the firm’s mining lawyers are practice leaders, known for their extensive industry experience and excellence. They represent mining companies of all sizes, investment banks and investors.
■ Crius Energy Trust in connection with its $100 million initial public offering of trust units on the Toronto Stock Exchange to fund its cross border acquisition of an interest in Crius Energy, LLC which is based in Stamford, Connecticut.
■ Glencore International in connection with its acquisition of all the outstanding shares of Viterra for approximately $6.1 billion. Glencore has also entered agreements with each of Agrium and Richardson International which provide for the sale of certain assets of Viterra for an aggregate of $2.6 billion.
■ Sino-Forest Corporation in connection with its multinational restructuring pursuant to which noteholders and other creditors acquired substantially all of the assets of Sino-Forest. Bennett Jones’ taxation practice has been consistently ranked among the top Canadian law firms by tax industry directories. Members of this group have significant experience in resource taxation, corporate reorganisations, acquisitions and divestitures, corporate finance, international tax planning for foreign investors, cross-border business arrangements, domestic and international equipment leasing and financing syndications, tax loss utilisation strategies, use of partnerships, trusts and joint ventures and real estate transactions.
Real Estate & Infrastructure:
■ Acquisition of a $1.8 billion portfolio of 17 commercial properties by a KingSett Capital-led consortium of major real estate investors in connection with the H&R REIT acquisition of Primaris REIT.
■ The Toronto-Dominion Bank, The Bank of Nova Scotia, Bank of Montreal, Sumitomo Mitsui Banking Corporation of Canada and others, in connection with a $350 million construction financing facility.
■ Government of Nunavut in connection with the Iqaluit International Airport Improvement Project.
■ Infrastructure Ontario and Providence Care in connection with the new Providence Care Hospital in Kingston, Ontario. The firm’s real estate group represents major pension funds and other major investors, lenders and developers in all aspects of the real estate industry. The firm’s infrastructure group represents public and private sector clients in developing and financing public-private partnership arrangements and alternative financing and procurement transactions. It has participated in PPP transactions for urban redevelopment, transportation, communications, schools, hospitals, water and wastewater, justice, gaming, roads and power projects.
Climate Change & Emissions Trading: Recognised internationally and domestically as a leader, this group has extensive experience with compliancedriven and voluntary carbon trading and carbon finance. The firm advises on climate change risk and opportunity management. Increasingly the firm is assisting clients obtain the best result as regulatory programs are put in place and advising on regulatory compliance requirements of these programs. Large carbon capture and storage are a major part of the firm’s work.
Government Affairs & Public Policy: The largest public policy group in a Canadian law firm provides clients with integrated policy and legal expertise and advisory services on domestic and international issues. Drawing on deep and broad experience from the highest levels of government, the firm’s team advises on national and global economic developments and their effect on business in Canada and abroad, challenges facing the financial and energy sectors, regulatory issues, Canada-US relations, cross-border challenges and opportunities, pension advisory services, legal and governance advice for boards, climate change regulation and competition policy.
Firm Culture: Bennett Jones reflects the integrity and professional excellence of the firm’s founding partners. Over the years, the firm has produced some of Canada’s most accomplished
The firm's regulatory/environmental department assists clients in most sectors (from commercial/industrial to natural resources, energy, LNG, etc). We provide compliance advice and assist with the development/implementation of EHS and transportation systems. They advise owners, operators, buyers, sellers, investors, lenders, borrowers, property managers, underwriters and financial advisors regarding the management of regulatory/EHS and transportation risks, including for operations, transactions, as well as the development of brownfields and insolvency matters. Bennett Jones provides assistance and advice for the development of projects, including obtaining approvals, conducting EAs, financing and managing issues related to Aboriginal peoples. Legal and business leaders and fostered values that have helped make Bennett Jones one of the most successful business law firms in Canada. As business needs shift, the firm’s lawyers are at the forefront in global best practices, offering clients innovative and strategic approaches to business – for today and for years to come. Mutual respect and independent thought are cornerstones of how the firm interacts with clients and colleagues and the dedication to excellence extends to how it relates to the firm’s people. The firm’s efforts have not gone unnoticed. Bennett Jones is proud to have been recognised for twelve consecutive years as one of one of Canada’s 50 Best Employers and has also been chosen as one of Canada’s Top 100 Employers.
Bennett Jones refers collectively to the Canadian legal practice of Bennett Jones LLP and the legal practices and consulting activities of affiliated Bennett Jones entities internationally. The provision of legal services in the Washington, DC office of Bennett Jones (US) LLP remains subject to completion of all necessary regulatory requirements. The firm’s practice in Washington will be limited to matters of Canadian law.
Areas of Practice
Energy & Natural Resources
Major Real Estate & Capital Projects
Science, Technology & Communications
Dispute & Litigation
International Business & Trade
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