LifeWorks in its $2.9 billion acquisition by TELUS

On September 1, 2022, LifeWorks completed its binding agreement with TELUS Corporation under which TELUS has acquired all of the issued and outstanding common shares of LifeWorks. The transaction represents a premium of 80% and 89% to the closing price and 20-day VWAP, respectively, of LifeWorks’ shares on the Toronto Stock Exchange as at June 14, 2022. The total transaction value, including net debt, is approximately C$2.9 billion.  The proposed transaction received the unanimous approval of LifeWorks’ board of directors following a unanimous recommendation of a special committee of independent directors and is subject to shareholder approval among other customary conditions.

Pursuant to the proposed transaction, LifeWorks shareholders will have the option to elect to receive C$33.00 per LifeWorks share in cash, 1.0642 TELUS shares per LifeWorks share, representing share consideration of C$33.00 based on the 20-day volume weighted average price of TELUS shares on the Toronto Stock Exchange, or C$16.50 in cash plus 0.5321 TELUS shares per LifeWorks share, representing 50% cash consideration and 50% share consideration.

LifeWorks is a world leader in providing digital and in-person solutions that support the total wellbeing of individuals – mental, physical, financial and social.  LifeWorks delivers a personalized continuum of care that helps its clients improve the lives of their people and by doing so, improving their business.

TELUS is a dynamic, world-leading communications technology company with 17 million customer connections spanning wireless, data, IP, voice, television, entertainment, video, and security. TELUS Health is Canada’s leader in digital health technology, improving access to health and wellness services and revolutionizing the flow of health information across the continuum of care.

Osler, Hoskin & Harcourt LLP acted for LifeWorks with a team led by Emmanuel Pressman and Kai Sheffield, and including Michael Innes, Douglass Dawson, Emery White (Corporate), Lynne Lacoursière, Andrew MacDougall (Executive Compensation), Shuli Rodal, Gajan Sathananthan (Competition), Damian Rigolo (Employment & Labour), Andrea Boctor, Jonathan Wypych (Pensions & Benefits), Drew Morier and Taylor Cao (Tax).