Canadian Oil Sands Limited

Canadian Oil Sands Limited in its agreement to support Suncor Energy Inc.’s amended offer valued at $6.6 billion

Client

Canadian Oil Sands Limited

Value

$6.6 Billion

Service

Mergers and Acquisitions

Date Closed

March 2016

Industry

Energy (Oil & Gas)

Lead Office

Calgary


 

On October 5, 2015, Canadian Oil Sands Limited ("COS") confirmed the commencement of Suncor Energy Inc.’s proposed $6.6 billion hostile takeover bid. Under the terms of the unsolicited offer, Suncor would acquire all of the outstanding shares of COS for total consideration of approximately $4.3 billion. Suncor would also assume approximately $2.3 billion of net debt.

On January 18, 2016 COS and Suncor announced that they have reached an agreement to support the offer by Suncor to purchase all of the shares of COS. Under the terms of the support agreement, Suncor has agreed to amend its offer to provide for an increase in the original offer to COS shareholders to 0.28 of a Suncor share for each COS share. The amended offer, with a total aggregate transaction value of approximately $6.6 billion including COS' estimated debt of $2.4 billion, has the support of the Boards of Directors of both companies.

COS holds a 36.74 percent interest in the Syncrude project, the largest producer of light, sweet synthetic oil from Canada's oil sands.

Osler is representing COS with a team led by Noralee Bradley, Clay Horner (Corporate/M&A); Peter Glossop (Regulatory) and including Manny Pressman, Robert Yalden, Jeremy Fraiberg, Kelsey Armstrong, Justin Sherman and Alex Gorka (Corporate/M&A); Tristram Mallett, Larry Ritchie, Shawn Irving and Geoff Grove (Litigation);  Rob Lando and Jason Comerford (US Securities).


Team
Peter Glossop - Foreign Investment Lawyer

Peter Glossop

Partner, Competition/Antitrust & Foreign Investment

Emmanuel  Pressman

Emmanuel Pressman

Partner, Chair, Corporate

Kelsey  Armstrong

Kelsey Armstrong

Associate, Corporate

Justin Sherman

Justin Sherman

Associate, Corporate

Alex Gorka

Alex Gorka

Partner, Corporate

Tristram Mallett - Corporate and Commercial Litigator

Tristram Mallett

Partner, Litigation

Jeremy  Fraiberg

Jeremy Fraiberg

Partner, Corporate

Lawrence E. Ritchie

Lawrence E. Ritchie

Partner, Litigation

Shawn Irving - Commercial Litigation Lawyer

Shawn Irving

Partner, Litigation

Geoffrey  Grove

Geoffrey Grove

Associate, Litigation

Rob Lando

Rob Lando

Partner, Corporate

Jason  Comerford

Jason Comerford

Partner, Corporate