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Telrault Negotiates Agreement Between BCE and Rogers Communications
Monday at 5:30 pm, McCarthy Telrault advised Bell Canada parent company BCE, and Torys represented Rogers Communications, in negotiating the shareholders agreement between the two companies the led to Bell and Rogers jointly acquiring the 75 percent stake in MLSE.
Two of Canada’s largest telecommunications companies aim to score a big chuck of money from the company that owns the NHL’s Toronto Maple Leafs and the NBA’s Toronto Raptors.
On Friday, Bell Canada and Rogers Communications announced that they will team up to try and pay roughly $1.3 billion to acquire a 75 percent stake in Maple Leaf Sports and Entertainment (MLSE) from the Ontario Teachers Pension Plan (OTPP).
MLSE owns both of the Maple Leafs and the Raptors, as well as the Air Canada Centre arena where both teams play their home games. The company, in addition to the arena, owns Major League Soccer team the Toronto RC, the minor league hockey team the Toronto Marlies, and the three digital television channels. Rogers already owns the Major League Baseball’s Toronto Blue Jays, and the stadium that the team plays in, the Rogers Centre.
In November, the OTPP said that it had planned to hold on to its MLSE stake. According to the pension plan’s own announcement, the pension plan had changed its course after being approached with the unsolicited bid from Montreal-based bell and Toronto-based Rogers.
The OTPP currently holds a 79.53 percent stake in the MLSE, with Canadian businessman Lawrence Tanenbaum owning the remaining shares through his holding company, Kilmer Sports. Tanenbaum has announced that he will acquire the OTTP shares that are not going to Bell and Rogers, which will give him a 25 percent stake in MLSE. He will remain with the company until the transaction, but details about what is going on there were not disclosed.
Blake, Cassels & Graydon are all serving as the deal counsel to both Bell and to Rogers in connection with the MLSE acquisition. The firm’s new team includes M&A partners Shlomi Feiner and Jeffery Lloyd, corporate partners Graham Smith and David Kruse, and the real estate partner Thomas Von Hahn.
Blake Cassels is also taking over as Bell’s competition as banking counsel. The banking partners Michael Harquail and Simon Finch are advising on that side of the transaction, along with competition partners Brain Facey, Julie Soloway, and Micah Wood.
Davies Ward Phillips & Vineberg is serving as competition counsel for Rogers, with a group that includes partners George Addy and Mark Katz.
Meanwhile, OTPP turned to Stikeman Elliott to advise on the sale. The firm’s M&A team includes the partners Jeffery Singer, William Braithwaite, and Michael Burkett, and they are joined by their tax partner John Lorito and communications partner Gregory Kane. The counsel members, Lawson Hunter and Shawn Neylan are advising on competition issues.
In its increasing MLSE stake, Kilmer turned to Toronto-based Goodmans corporate partners Dale Lastman, David Matlow, and Michael Patridge.
The transactions, which are subject to approval by the regulators and the teams’ respective leagues, are expected to be closed in the middle of 2012.Telrault Negotiates Agreement Between BCE and Rogers Communications by chelsei