March 16, 2010
 
Gerald D. Shepherd
 
 
 
      Transactions and Cases   Year  
 
      Acted for Toromont Industries Ltd. in its successful cash and share unsolicited takeover bid to acquire Enerflex Systems Income Fund, resulting in a $684 million supported transaction, and also acted for Toromont in establishing an unsecured $450 million term credit facility with a syndicate of banks to finance the acquisition.   2010  
      Acted for Jaguar Mining Inc. in its acquisition of MCT Mineraçao Ltda. from Companhia Nacional de Mineraçao, an indirect, wholly-owned subsidiary of Kinross Gold Corporation.   2009  
      Acted for Khan Resources Inc., a Canadian-based exploration and development company engaged in the acquisition, exploration and development of uranium in Mongolia, in connection with the successful defense of a hostile takeover bid by Atomredmetzoloto JSC, a Russian state-owned enterprise, and acting for Khan Resources Inc. in connection with the "white knight" negotiated offer by way of takeover bid by CNNC Overseas Uranium Holding Ltd., an indirect wholly-owned subsidiary of China National Nuclear Corporation.   2009  
      Acted for Russel Metals Inc. in its $175 million bought deal public offering of convertible debentures due 2016.   2009  
      Acted for Jaguar Mining Inc. in a 144A private placement of US$165 million aggregate principal amount of senior convertible notes due 2014.   2009  
      Acted for The Cadillac Fairview Corporation Limited with respect to its purchase of a 49% interest in the Queens Center Mall in New York City from The Macerich Company in a deal valued at approximately US$150 million.   2009  
      Acted as lead counsel to Australian-headquartered global packaging manufacturer, Amcor Limited, in its acquisition of Alcan Packaging operations from Rio Tinto plc in 31 countries for approximately US$2 billion. The acquisition enhances Amcor's position as one of the world's leading packaging companies.   2009  
      Acted for Fronteer Development Group Inc. in its successful unsolicited insider bid for the remaining 58% of Aurora Energy Resources Inc. not already owned by Fronteer, in a transaction valuing Aurora at $175 million.   2009  
      Acted for Lone Star Real Estate Fund with respect to the acquisition through a private REIT of a portfolio of senior care communities located throughout the U.S.   2009  
      Acted for Agnico-Eagle Mines Limited in its US$290 million underwritten private placement of units consisting of common shares and share purchase warrants.   2008  
      Acted for Barrick Gold Corporation in its $470 million unsolicited offer to acquire Cadence Energy Inc., leading to Barrick's negotiated takeover bid for Cadence that successfully trumped Cadence's previously announced negotiated merger with Daylight Resources Trust.   2008  
      Acted for Ontario Teachers' Pension Plan Board as a shareholder and creditor of CFM Corporation under the Companies' Creditors Arrangement Act and Chapter 11 proceedings involving CFM and its affiliates.   2008  
      Acted for Khan Resources Inc. in its unsolicited share exchange takeover bid for Western Prospector Group Ltd.   2008  
      Acted for E-Z-EM, Inc. in its merger with Bracco Diagnostics, Inc., a subsidiary of Bracco Imaging S.p.A., an Italian medical device manufacturer, for a cash purchase price of approximately US$240 million.   2008  
      Acted for Jaguar Mining Inc. in connection with its $110.6 million bought deal of common shares sold publicly in Canada and on a private placement basis in the United States.   2008  
      Acted for Cadim Inc. (a division of Caisse de dépôt et placement du Québec) in connection with its partnership arrangements with Westmont Hospitality Group and Citigroup in connection with their joint negotiated US$1.32 billion acquisition of Red Roof Inns Inc.   2007  
      Acted for the Special Committee of Dynatec Corporation in the negotiated sale of Dynatec to Sherritt International Corporation by way of a share exchange plan of arrangement in a transaction valued at $1.6 billion.   2007  
      Acted for Cadim Inc. (a division of Caisse de dépôt et placement du Québec) in its partnership arrangements with Westmont Hospitality Group and Kimco Realty Corporation, and on behalf of the consortium, in connection with their joint acquisition of Intown Suites Management Inc.   2007  
      Acted for Agricore United, Canada's largest grain handler, in its successful defense of the unsolicited takeover bid made by Saskatchewan Wheat Pool, the resulting white knight agreement with James Richardson International and the topping $1.8 billion offer by Saskatchewan Wheat Pool. This deal was implemented using an innovative structure involving a concurrent continuance, takeover bid and plan of arrangement.   2007  
      Acted for Agnico-Eagle Mines Limited in its negotiated share exchange takeover bid for Cumberland Resources Ltd. valued at $710 million.   2007  
      Acted for Xstrata plc in its $6.2 billion all cash friendly takeover bid to acquire LionOre Mining International. Following two interloper bids by MMC Norilsk Nickel, Xstrata received the largest percentage break fee (5%) in any Canadian deal valued at over a billion dollars.   2007  
      Acted for a syndicate of agents co-led by Scotia Capital Inc. and RBC Dominion Securities Inc. in a $1.2 billion offering of senior and subordinate debentures of Manulife Finance (Delaware) LP, an indirect subsidiary of Manulife Financial Corporation. The offering of subordinated debentures was the first innovative Tier 2b capital offering in Canada.   2006  
      Acted for Barrick Gold Corporation in connection with the disposition of its 50% stake in the South Deep mine in South Africa to Gold Fields Limited for total consideration of US$1.525 billion.   2006  
      Acted for Xstrata plc in its unsolicited takeover bid for Falconbridge Ltd. valuing Falconbridge at $24.1 billion. At the time of announcement, this transaction was the largest unsolicited takeover bid ever made in the global mining sector and its successful completion made Xstrata the world's fifth-largest mining company.   2006  
      Acted for Cadim Inc. (a division of Caisse de dépôt et placement du Québec) in its partnership arrangements with Westmont Hospitality Group, and on behalf of both parties in connection with their joint acquisition of Boykin Lodging Company in an all cash merger transaction valued at approximately US$416 million.   2006  
      Acted for Agnico-Eagle Mines Limited in a US$250 million bought deal cross-border public offering of common shares in Canada and the United States.   2006  
      Acted for MethylGene Inc. in connection with the entering into of a Collaborative Research, Development and Commercialization Agreement for its histone deacetylase (HDAC) inhibitors with Pharmion Corporation in North America, Europe, the Middle East and certain other markets. This transaction was valued at up to US$272 million and was thought to be the largest early stage biotechnology pact in Canada. As part of the transaction, Pharmion subscribed for US$5 million of MethylGene common shares.   2006  
      Acted for PetroKazakhstan Inc., a Canadian-listed energy company, in its US$4.18 billion acquisition by China National Petroleum Corporation by way of negotiated takeover bid.   2005  
      Acted for Copley Place which was acquired by LaSalle Hotel Properties in a transaction valued at approximately US$318 million.   2005  
      Acted for Wheaton River Minerals Ltd. on its acquisition by Goldcorp Inc. in a transaction valued at $2.4 billion.   2005  
      Acted for Kimco North Trust III, an entity controlled by Kimco Realty Corporation, a leading U.S.-based REIT in connection with the private placement issuance of $150 million principal amount of notes. The financing was reported to be the first by a U.S.-based public REIT in Canada.   2005  
      Acted for Patheon Inc. in its US$415 million acquisition of MOVA Pharmaceutical Corporation, and the related acquisition financings of a $245.9 million public offering and a US$169 million credit facility.   2004  
      Acted for MethylGene Inc., a biopharmaceutical company seeking treatment for cancer and infectious diseases in its $21.6 million initial public offering of common shares, and a concurrent $1.4 million private placement of common shares.
  2004  
      Acted for Fortis Inc. in its public offering valued at approximately $50 million.   2004  
      Acted for Northbridge Equity Partners, a Montreal-based private equity firm, in connection with its acquisition of Fairway and Green, Ltd., a US-based leading manufacturer of golf apparel.   2004  
      Acted for Kimco Realty Corporation, a leading US-based publicly-traded REIT in connection with a partnership with Sandalwood Management Canada Co. to acquire more than 1 million sq. ft. of retail property comprised of six (6) shopping centers in the Province of Québec.   2004  
      Acted for Adaltis Inc. in its $55 million initial public offering.   2004  
      Acted for CIBC World Markets Inc. in connection to the $85.7 million initial public offering of Richards Packaging Income Fund.   2004  
      Acted for Celestica Inc. in connection with the US$52.8 million divesture of its power systems business with operations in Canada, the United States, China and Thailand to C&D Technologies, Inc.   2004  
      Acted for IPC US REIT in its acquisition of a 30% interest in the one million square foot State Street headquarters in Boston.   2004  
      Acted for Alimentation Couche-Tard Inc. on its acquisition of The Circle K Corp. in a transaction valued at $1.06 billion.   2003