Enbridge Inc. (TSX:ENB)(NYSE:ENB) (Enbridge) completed its stock-for-stock transaction with Spectra Energy Corp (NYSE:SE) (Spectra Energy), creating North America’s largest energy infrastructure company with an enterprise value of approximately $165 billion. The transaction valued Spectra Energy’s common stock at approximately $37 billion and is the largest foreign acquisition ever completed by a Canadian company.
The transaction combined Enbridge’s liquid-weighted midstream assets located primarily in western Canada and the US Midwest with Spectra’s network of primarily gas-related midstream assets in the US North, Gulf Coast and Midwest and the Province of British Columbia.
Enbridge was represented by McCarthy Tétrault LLP in Canada with a team that included John Osler QC, Garth Girvan, Cathy Samuel, Wilson Acton, Jeremy Busch-Howell and Frances Candy (corporate/M&A), Justin Lapedus (financial services), Ben Aberant and Shana Wolch (labour & employment), Oliver Borgers, Michele Siu and Jonathan Bitran (competition), Neil Finkelstein, Geoff Hall, Renee Reichelt, Eric Block, Emily MacKinnon and Paul Davis (litigation), Jennifer Del Vecchio (pensions & benefits), Ron Mar and Rob Nearing (tax), George Vegh (regulatory) and Joanna Rosengarten and Kim Howard (environmental).
Enbridge was represented by Sullivan & Cromwell LLP in the United States with a team that included Joseph Frumkin, George Sampas, Daniel Belke, Julia Kim, Bradley King, Joshua Wright and Ana González (corporate/M&A); Robert Buckholz, Maryanne Paul and Elah Lanis (securities); Matthew Friestedt, Regina Readling and Michael A. Wiseman (executive compensation and benefits); Richard Pepperman, Joseph Matelis, Eric Queen, Clea McClellan, David Teslicko, Jack Congdon and Joshua Handell (antitrust); Ronald Creamer and Eric Lopata (tax); John Estes, Alina Iarve and Kelly Yamashita (finance); Michael Steinberg, Brian England and Alexander Gura (litigation); Eric Kadel and Manon Scales (CFIUS); Spencer Simon (intellectual property); and Matt Brennan (environmental).
Spectra Energy was represented by Goodmans LLP in Canada with a team that included Robert Vaux and Jamie van Diepen (corporate/M&A), Mitchell Sherman and Carrie Smit (tax), John Alton (pensions & benefits), Susan Garvie (employment), Calvin Goldman and Richard Annan (competition), Maureen Berry (executive compensation) and Peter Ruby (regulatory).
Spectra Energy was represented by Wachtell, Lipton, Rosen & Katz LLP in the United States with a team that included Daniel Neff, David Katz, Sebastian Fain, Viktor Sapezhnikov and Amanda Stein (corporate/M&A), Nelson Fitts (competition/antitrust) and Eiko Stange and David Sturgeon (tax). Skadden, Arps, Slate, Meagher & Flom LLP acted as US tax counsel to Spectra with a team that included Cliff Gross and Moshe Spinowitz.