Clarica Life

On July 21, 1999, Clarica Life Insurance Company (formerly The Mutual Life Assurance Company of Canada) completed its demutualization by converting from a mutual company owned by policyholders to a stock company owned by shareholders. The Clarica demutualization is the first of five demutualizations being undertaken by Canada’s largest mutual life insurance companies in what is being characterized as the greatest transfer of wealth in Canadian history. A key component of the Clairca demutualization was the completion of the Initial Public Offering of Clarica’s common shares in Canada, the United States and international markets through a syndicate of underwriters led by Goldman Sachs and Nesbitt Burns. The IPO was the largest fully paid equity underwriting in Canadian history raising gross proceeds of approximately $951 million. Clarica relied on its Vice-President, General Counsel and Corporate Secretary, Mary Duncan and its long-standing outside counsel, McCarthy Tétrault. The McCarthy Tétrault team consisted of partners F. David Rounthwaite, John Jason, Marsha Gerhart and Nancy Carroll, and associates Andrew Parker and Christopher Langdon. Steven Baum provided tax advice. Goldman Sachs and Nesbitt Burns, Clarica’s financial advisers and underwriters, retained Osler, Hoskin & Harcourt as their legal adviser. Partners J. Mark DesLauriers and James Lisson were assisted by associate Peter Janicki. Andrew McGuffin provided tax advice.