Bracknell Completes Able Telecom Acquisition

On December 22, 2000, Bracknell Corporation (Bracknell), a leading North American infrastructure services provider, completed its acquisition of Able Telcom Corporation (Able), a US public company and telecom network service provider, for approximately US$135 million in Bracknell stock. In connection with the acquisition, Bracknell established a strategic relationship and entered into a significant long-term services contract with MCI WorldCom, which is expected to generate more than $500 million in revenues for Bracknell over the next six years. WorldCom also purchased $40 million in preferred stock from Bracknell.

Bracknell’s legal team was headed by John Naccarato and John McMahon of Bracknell, with assistance from a corporate team at Torys led by Phil Brown in Toronto and Bob Ouimette in New York. Other members of the New York team were Andy Beck, Carol Divine, Mike Amm, Lee Taylor, Chris Bordoni and Evan Sils. Assistance in New York was also provided by Peter Keenan, Jeff Gracer, Lee Hirsch, Geoff Gilbert, Jennifer Guerard, Darren Baccus, Joe Sullivan and Jason Adams. In connection with the transaction, Torys assisted Bracknell with its US registration statement and listing on NASDAQ. Trip Dorkey and David Sack in New York advised Bracknell with respect to litigation involving ongoing negotiations with, and a last-minute motion to enjoin the transaction launched by, a judgment creditor of Able. The litigation was settled simultaneously with the closing.

Acting for Able Telcom Corporation were Wayne Shortridge, Elizabeth Noe and James Maxson of Paul, Hastings, Janofsky & Walker LLP (Atlanta). Acting for MCI WorldCom was Mark Coffin of Adams and Reese LLP (Houston).

In order to finance the cash requirements for the acquisition and provide additional working capital for Able, Bracknell restructured its senior credit facilities. The total available credit facilities were increased from US$212.5 million to US$370 million, and additional guarantees and security were provided from the acquired Able companies. The banking deal, led by Royal Bank, closed on December 22, 2000 concurrently with the closing of the Able acquisition. Acting for Bracknell on the banking deal were Peter Birkness and Sarah Lerchs of Torys in Toronto and Carol Divine in New York. James Riley, Julie Lane and Troy Ungerman of Ogilvy Renault in Toronto acted for Bracknell’s senior bank syndicate. Debevoise & Plimpton in New York provided US advice to the bank syndicate.