Davies

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• Acted for Maple Group Acquisition Corporation (renamed TMX Group Limited), an entity whose shareholders consisted of five of Canada's largest pension funds, four Canadian bank-owned investment dealers, a leading independent broker dealer, Canada's largest financial co-operative group and a leading Canadian-based financial services group, in connection with its $3.8-billion acquisition of each of TMX Group Inc., The Canadian Depository for Securities Limited, Alpha Trading Systems Inc. and Alpha Trading Systems Limited Partnership, resulting in the creation of a new integrated clearing and exchange group. This deal was awarded Deal of the Year in 2012 by Lexpert magazine.

• Acted for Fronteer Gold Inc. in connection with its $2.3-billion acquisition by Newmont Mining Corporation. The transaction was structured as a plan of arrangement providing for cash consideration and the spin off of shares of Pilot Gold Inc., a new TSX-listed company holding exploration assets, to the former shareholders of Fronteer Gold.

• Acted as Canadian counsel to Terra Industries Inc. on Canadian regulatory matters in connection with CF Industries' US$4.7-billion acquisition of Terra, as well as in connection with the proposed US$4.1-billion acquisition by Yara International ASA of Terra and the proposed acquisition by Terra from Agrium Inc. of a 50% interest in Agrium's Carseland, Alberta nitrogen facility.

• Acted for CanWel Building Materials Income Fund on Canadian Competition Act matters in respect of its conversion to a public corporation and acquisition of Broadleaf Logistics Company, creating the largest independent wholesale lumber and building materials distributor in Canada.

• Acted as Canadian counsel to BHP Billiton in its unsolicited offer to acquire Rio Tinto in a share exchange deal valued at US$147 billion.

• Acted as Canadian counsel for Reuters Group PLC in its dual-listed company merger with The Thomson Corporation to create Thomson-Reuters in a transaction valued at US$17.6 billion, creating the first Canadian dual-listed company structure.

• 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.

• Acting as co-counsel for the Association of Chartered Certified Accountants in respect of trade-mark claims and anti-trust allegations against provincial Chartered Accountants Institutes in the Federal Court.

• Acted for Minmetals Resources Limited, a Hong Kong listed company controlled by China Minmetals, in connection with its proposed $6.3-billion all-cash unsolicited takeover bid for Equinox Minerals Limited.

• Acted for Ventana Gold Corp. in connection with the unsolicited $1.5-billion takeover bid by an affiliate of Eike Batista for all of the outstanding Ventana shares, which ultimately resulted in a supported transaction at a higher price.

• Acted as counsel for OneSteel Limited on Canadian Competition Act matters in connection with its US$932-million acquisition of the Moly-Cop and AltaSteel businesses from Anglo American Plc.

• Acted for CanWel Building Materials Income Fund on Competition Act matters in connection with the sale of its hardware division to Tim-BR-Marts Ltd. for $50 million.

• Acted for Canpages Inc., a local search and directories publisher in Canada, in an acquisition by Yellow Media Inc. from an investor group led by private equity firm HM Capital Partners, in a deal valued at $225 million.

• Acted for GE Capital, Commercial Distribution Finance Canada with respect to its acquisition of the Yamaha Canada dealer finance portfolio from Textron Financial Canada Limited.

• 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.

• Acted for the Borealis Transportation Infrastructure Trust ("Borealis") which was an equal partner with Canadian Pacific Railway Company ("CPR") in the Jobs Tunnel (formerly Detroit River Tunnel), which operates a rail tunnel between Windsor and Detroit. On June 30, 2009, Borealis purchased an additional 33.5% interest in the partnership for aggregate proceeds of $110 million, increasing its total partnership interest to 83.5%. Borealis now owns 83.5% and CPR owns 16.5%, though their interests in certain assets of the partnership remain evenly split. Regulatory approvals for the transaction were required under the Competition Act (Canada), the Canada Transportation Act, 2006 and the International Bridges and Tunnels Act, 2007.

• Acted as Canadian counsel to Anheuser-Busch on Canadian regulatory matters in respect of its acquisition by InBev in a deal valued at approximately US$50 billion, creating the world's leading global brewer.

• 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.

• Acted as Canadian counsel to Delta Air Lines, Inc. and Northwest Airlines Corporation on Canadian regulatory matters in connection with Delta's acquisition of Northwest Airlines in an all-stock merger valued at US$3 billion.

• Acted as Canadian counsel to India-based Tata Chemicals Limited in its acquisition of General Chemical Industrial Products Inc. in a transaction valued at US$1 billion, making Tata Chemicals one of the largest soda ash producers in the world.

• Acted as Canadian counsel to Enterprise Rent-A-Car Company on Canadian regulatory matters in connection with its acquisition of Vanguard Car Rental Holdings LLC.

• Acted for Barrick Gold Corporation in its $773-million negotiated all-cash takeover bid for Arizona Star Resource Corp.

• Acted for Fortis Inc. in its acquisition of Terasen Inc., the Canadian natural gas distribution business of Kinder Morgan, Inc., in a transaction valued at $3.7 billion, creating the largest investor-owned utility in Canada. Awarded 2007 Deal Team of the Year at the inaugural Canadian Dealmakers Gala.

• Acted as Canadian counsel for General Electric Company in its sale of GE Access Distribution to Avnet, Inc. for $410 million.

• Acted for BCE Inc. on the recapitalization and ownership restructuring of Bell Globemedia Inc. valued at $1.3 billion.