Gulf Canada Takeover of Crestar

On November 6, 2000, Gulf Canada Resources Ltd. (Gulf) clinched its $1.4 billion friendly takeover of Crestar Energy Inc. (Crestar), resulting in a combined entity with a value of over C$5 billion that is the fifth-largest oil and gas producer in Canada. The merger, which was announced on October 2, 2000, was structured as a friendly takeover bid for all of Crestar’s shares in exchange for a combination of cash (C$3.25 per share) and Gulf shares (3.333 per Crestar share) for a total value of C$2.3 billion, including the assumption of approximately $565 million of net debt. Gulf Canada succeeded in acquiring 95 per cent of Crestar’s stock in the tender.

Gulf was represented by a team from Bennett Jones LLP consisting of Perry Spitznagel, Bob Rooney, Noralee Bradley, Will Osler, Colin Perry, Rod Girard and Brent Kraus. Crestar was represented by Pat Finnerty, Jacqueline Moore, Gerry Deyell and Ross Bentley of Blake, Cassels & Graydon LLP. David Spencer of Fraser Milner Casgrain acted as counsel to Crestar’s special committee.