On March 31, 2015, Norbord Inc. (Norbord) and Ainsworth Lumber Co. Ltd. (Ainsworth) completed their previously announced merger. The merger will create a leading global wood products company focused on oriented strand board across North America, Europe and Asia. Under the terms of the arrangement agreement, negotiated and unanimously approved by Independent Committees of the Boards of both Norbord and Ainsworth, Norbord acquired all of the outstanding common shares of Ainsworth in an all-share transaction in which Ainsworth shareholders received 0.1321 of a Norbord share for each Ainsworth share.
Norbord Inc. was represented by Torys LLP with Gibson, Dunn & Crutcher LLP providing antitrust advice in the United States and Bennett Jones LLP providing antitrust advice in Canada. The Torys team was led by Michael Siltala and included Jennifer Lennon, Adrienne DiPaolo, Will Hooper, David Forrester and Blake Pronk (Canadian M&A), Mile Kurta and Erin Wiley (U.S. M&A), Tom Zverina (financing), Andrew Gray (litigation), Lynne Lacoursière and Brad Tartick (pensions and employment) Corrado Cardarelli and Catrina Card (Canadian tax), James Guadiana and David Mattingly (U.S. tax). The Gibson Dunn team was led by Joshua Soven. The Bennett Jones team was led by Melanie Aitken.
The independent committee to Norbord was represented by Brian Pukier, Michael Devereux and Brandon Hoffman from Stikeman Elliott LLP.
Ainsworth Lumber Co. Ltd. was represented by Goodmans LLP in Canada and Skadden, Arps, Slate, Meagher & Flom LLP in the United States. The Goodmans team was led by Tim Heeney and included Kirk Rauliuk and Andrew Lahey (Canadian M&A), Alan Bowman and Kabir Jamal (Canadian tax) and Cal Goldman and Richard Annan (Canadian anti-trust). The Skadden Arps team was led by Christopher Morgan (U.S. M&A) and included Jared Binstock (U.S. tax) and James Keyte, Ken Schwartz and Peter McCormack (U.S. antitrust). Blake, Cassels & Graydon LLP provided Ainsworth with regulatory and litigation advice in Canada with a team that included Steven McKoen and Mary Bartle (Canadian regulatory) and Sean Boyle (litigation).
The independent committee to Ainsworth was represented by William Orr, Aaron Atkinson and Bradley Freelan from Fasken Martineau DuMoulin LLP.