Parkland Fuel Corporation (Parkland), one of North America’s fastest growing distributors and marketers of fuel and lubricants, completed its acquisition of the assets of fellow retail fuel marketer, Pioneer Energy LP (Pioneer) on June 25, 2015.
The acquisition was completed for an aggregate purchase price of $377 million, including $258 million in cash, $119 million in common shares of Parkland, consisting of 5.8 million common shares of Parkland, and the assumption of standard operating liabilities. In connection with the acquisition, the commercial assets of Pioneer will continue to be owned, operated and controlled by Pioneer and its employees. Pioneer has commenced a strategic review to evaluate opportunities for Pioneer to sell the Pioneer Commercial Assets to a third party in one or more transactions and has retained KPMG LLP to administer and conduct any sales process involving the Pioneer Commercial Assets.
Closing of the acquisition followed an interim order issued by the Competition Tribunal (the Tribunal) on May 29, 2015 (the Interim Order) upon application by the Commissioner of Competition (the Commissioner) for an interim order under s. 104 Competition Act and an order under s. 92 of the Competition Act challenging the acquisition in respect of 14 local retail gas markets. The Interim Order permitted the acquisition to proceed and ordered that Pioneer’s assets located in six local markets be held separate pending resolution of the Commissioner’s s. 92 application. The Commissioner’s application marked the first time that the Tribunal had considered a contested application for an interim injunction in respect of s. 104 of the Competition Act.
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Parkland Fuel Corporation was represented by Bennett Jones LLP with a team led by John Piasta (corporate, M&A) and including John Rook QC, Randal Hughes and Beth Riley (competition), Drew Broughton and Elyse van Spronsen (corporate, M&A), Jane Helmstadter and Natalia Iamundo (real estate), Greg Johnson (tax) and Carl Cunningham (employment).
Pioneer Energy LP was represented by Cassels Brock & Blackwell LLP with a team led by Alison Manzer (financial services) and including Carla Potter and Roey Fishman (financial services), Jason Sernoskie (business law), Chris Hersh and Imran Ahmad (competition) and Rob Lysy (real estate).
Suncor Energy Inc., as joint owner of Pioneer, was represented by Blake, Cassels & Graydon LLP with a team led by Graham Smith (corporate, M&A), David Kruse (corporate, M&A) and Jason Gudofsky (competition). The Pioneer Group Inc., as joint owner of Pioneer, was represented by Davies Ward Phillips & Vineberg LLP with a team that included Carol Pennycook (corporate, M&A, banking) and Alex Moore (corporate, M&A).