Dye & Durham Limited ("Dye & Durham"), through its wholly-owned subsidiaries, completed a $530 million acquisition of Do Process LP, an affiliated entity of Teranet Inc., from OMERS Infrastructure ("OMERS"). As part of the transaction, an affiliate of OMERS subscribed for an aggregate of $30 million of Dye & Durham common shares, on a private placement basis. The transaction, which was effected pursuant to the terms of a "sign and close" share purchase agreement, also included the acquisition of certain subsidiaries of Do Process LP.
Dye & Durham, a TSX-listed company, is a leading provider of cloud-based software and technology solutions for legal and business professionals. Do Process LP is an Ontario-based provider of practice-specific software for legal professionals, managing over 1.4 million transactions annually. OMERS is a leading global infrastructure investment manager.
Teranet Inc. provides online property search and registration solutions. It develops, owns and operates Ontario Electronic Land Registration System that enables customers to perform searches, transfer title documents and perform various other functions.
The acquisition was partially funded through a $570 million debt financing facility with The Bank of Nova Scotia. In addition, Dye & Durham is raising approximately $225 million through a brokered private placement equity financing, supported by five of its existing long-term institutional shareholders, under which approximately 6.5 million new common shares will be issued.
Bennett Jones LLP was legal counsel to Dye & Durham on the acquisition, with a team including
Curtis Cusinato,
Matthew Hunt,
Christopher Travascio,
Celina Hong (corporate),
James Morand,
Blake Haarstad (tax),
Carl Cunningham,
Talia Bregman,
Jordan Fremont (employment/benefits),
Jeilah Chan,
Matthew Flynn (IP/IT),
Adam Kalbfleisch,
Kyle Donnelly (competition),
Simon Grant,
Aylmer Wang (financial services),
Aleksandra Finelli,
and Giovanna Campagna (real estate).
Goodmans LLP was legal counsel to Dye & Durham on the private placement, with a team including
Bill Gorman,
David Coll-Black,
and Andrew Schipper.
DLA Piper (Canada) LLP was legal counsel to Dye & Durham on the debt financing, with a team including
Ilia Danef,
Rachel Kurtzer,
and Natalie Prange.
McCarthy Tétrault LLP was legal counsel to OMERS on the acquisition, with a team including
David Lever,
Robert Hansen,
Mark McEwan,
Tony Zhou,
Firuz Rahimi,
Andrew Armstrong,
Claire Gowdy (corporate),
Justin Lapedus,
Eric Frydrych,
Noel Chow (financial services),
Christine Ing,
Conrad Lee,
Vincent Yip (IP/IT),
Raj Juneja,
Stefanie Morand,
Kabir Jamal (tax),
Gregory Winfield,
Pat Pengelly (employment and benefits),
and Oliver Borgers (competition).
McCarthy Tétrault LLP advised Teranet Inc. with a team led by
David Lever,
Robert Hansen,
and which included Mark McEwan,
Conrad Lee,
Andrew Armstrong,
Christine Ing,
Claire Gowdy,
Tony Zhou,
Mitchell Lui,
Firuz Rahimi,
Stefanie Morand,
Gregory Winfield,
Raj Juneja,
Eric Frydrych,
Noel Chow,
Justin Lapedus,
Oliver Borgers,
Kabir Jamal,
Vincent Yip,
and Patrick Pengelly.
Borden Ladner Gervais LLP (BLG) was legal counsel to The Bank of Nova Scotia on the debt financing, with a team including
Gus Karantzoulis,
Shane Pearlman,
Christine Mason,
Kevin Lambie,
Christopher Savo,
Colin Yeo,
Jason Saltzman,
Vincent Frenette,
Andrew Hodhod,
and Claudine Millette.
Blake, Cassels & Graydon LLP acted as counsel to the Joint Lead Arrangers in Canada with a team comprising
Michael Matheson,
Neil Katz,
Fabien Lanteri-Massa,
Charles McRoberts,
Gabriel Bastien,
and Kerri Marks (banking).