Caisse Affiliate Privatizes Bentall

SITQ Vancouver Inc., an affiliate of the Caisse de dépôt et placement du Québec, announced on March 28, 2001 that the holders of approximately 97.4 per cent of the outstanding shares of Bentall Corporation not owned by SITQ had deposited their shares to SITQ’s March 5, 2001 offer to acquire Bentall shares at a price of $20 each. SITQ announced its intention to utilize the provisions of the Canada Business Corporations Act, or other applicable law, to acquire the Bentall shares not tendered to the offer. The total value of the transaction is approximately $310 million.

SITQ was represented by Davies Ward Phillips & Vineberg LLP, with a team comprised of Maryse Bertrand, Geneviève Marchand, Philippe Johnson (corporate), Mario Cavalancia, Marie-Emmanuelle Vaillancourt (tax), and Hillel Rosen (competition matters). Bentall was advised by Jonathan Drance and John Anderson of Stikeman Elliott’s Vancouver office and Paul Collins, Dean Kraus and Julie Muirhead from the Toronto office. Bentree Holdings Ltd. and its principals, Bob Bentall and Paul Worster, entered into a deposit agreement to tender their shares to SITQ’s offer. Bentree and its principals were represented by Bill McFetridge (corporate), Marion Shaw (securities) and Chris Speakman (tax) of Bull, Housser & Tupper. The independent committee of Bentall’s board of directors was represented by Lawson Lundell Lawson & McIntosh with a team comprised of David J. Smith, Jerrold W. Schramm and Michael L. Lee.