Sean Farrell
Partner
Toronto
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Tel :
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416.865.7910
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Fax :
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416.865.7048
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Professional Experience
Sean practices in the area of securities and public markets transactions with a particular emphasis on domestic and cross-border offerings of securities and mergers and acquisitions.
Representative clients and related transactions include:
Acting for Intact Financial Corporation in connection with:
- $1.9 billion of public markets financing raised during the summer of 2011 consisting of subscription receipts (gross proceeds $960 million), preferred shares (gross proceeds $500 million) and medium term notes (gross proceeds $400 million) used to fund a portion of the purchase price for Intact's $2.6 billion acquisition of AXA Canada which was completed in September 2011;
- $2.2 billion secondary offering of common shares structured as a concurrent "bought deal" and private placement;
- $500 million substantial issuer bid; and
- $2.5 billion universal shelf prospectus offering program.
Acting for Toronto Hydro Corporation in connection with:
- $225 million initial public offering of debentures combined with a concurrent restructuring of $1 billion of indebtedness outstanding to the City of Toronto;
- $530 million secondary public offering of Toronto Hydro debentures by the City of Toronto; and
- $1 billion medium term note program and subsequent offerings of over $1 billion of debentures.
Sean also has extensive M&A advisory experience, including the following representative transactions:
- Acting for the special committee of the board of directors of DundeeWealth in connection with the $2.3 billion acquisition of DundeeWealth by Scotiabank;
- Acting for the special committee of the board of directors of Dundee Capital Markets in connection with the acquisition by Dundee Corporation of all of the outstanding common shares of Dundee Capital Markets not owned by Dundee Corporation pursuant to a plan of arrangement;
- Acting for A.O. Smith on its $400 million cross border take-over bid for GSW Inc.;
- Acting for the special committee of the board of directors of Rockwater Capital in connection with the $250 million acquisition of Rockwater by CI Financial; and
- Acting for the special committee of the board of directors of DuPont Canada in connection with the $1.5 billion going private take-over bid for DuPont Canada by E.I. du Pont de Nemours and Company.
Sean has substantial experience acting for mining companies on corporate finance and M&A matters, including:
- Boliden Limited (equity offerings in excess of $1.5 billion and $1 billion hostile take-over bid of Westmin Resources);
- Chariot Resources (acquisition of Marcona Copper Project, TSX listing and subsequent equity offerings, successful defence of hostile proxy solicitation and $250 million acquisition of Chariot by CST Mining Group pursuant to a plan of arrangement);
- Golden China (merger with Michelago, TSX listing and equity and debt offerings and $110 million take-over bid for Golden China by Sino Gold); and
- TEAL Exploration & Mining Incorporated (special committee of the TEAL board of directors in connection with a going private transaction involving TEAL, African Rainbow Minerals Limited and Vale S.A.).
In 2012, Sean was named to BTl Consulting Group's Client Service All Star Team (one of 272 lawyers worldwide and seven in Canada identified by Fortune 1000 corporate counsel as delivering the best client service). Sean is also included in the Chambers Global Guide for Corporate/M&A , the Euromoney Legal Media Group's Guide to the World's Leading Corporate Governance Lawyers and the capital markets section in the IFLR 1000 , the guide to the world's leading financial law firms.
publications and presentations
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