Rogers-Shaw lawyers could nab bigger share of C$100 million-plus fee jackpot By Reuters

By Maiya Keidan and Divya Rajagopal

TORONTO (Reuters) – As Rogers (NYSE:) Communications’ long-delayed takeover of Shaw Communications (NYSE:) Inc nears its remaining hurdle, bankers, legal professionals and shareholder advisors are getting ready to lastly pocket a C$100 million-plus ($75 million) price from the bitterly contested deal.

And in a uncommon twist, the legal professionals are anticipated to pocket extra of the whole charges than the bankers, who usually profit probably the most from outsized transactions, say sources. The deal is among the many greatest price occasions in Canadian M&A historical past, and a supply acquainted with the state of affairs informed Reuters it will land banks concerned with 5% to 10% of their annual funding banking charges.

The C$20 billion deal, which is able to create Canada’s No. 2 telecoms operator, has handed all authorized hurdles after the Competitors Tribunal objected on issues that included the merger would elevate wi-fi charges in Canada, already the very best on the planet.

After battling for 2 years within the courts, the antitrust company determined to take its objections no additional legally and the merger now awaits remaining nod from Minister of innovation, science and trade Francois-Philippe Champagne.

Rogers and Shaw estimated in April 2021 that the transaction would value C$100 million in complete charges, however some bankers and legal professionals now count on the payout to be increased because of the prolonged courtroom battle. Rogers declined to supply revised figures.

Whereas regulation companies typically negotiate mounted charges on transactions, market members stated such offers could be unlikely on transactions that confronted the quantity of authorized uncertainty of Rogers-Shaw. Again when the deal was launched, it was not recognized that Rogers would face a greater than two-year battle for regulatory approval, racking up lawyer charges, who’re paid by the hour.

“As a result of prolonged approval course of, the authorized groups are prone to take the vast majority of these charges, which isn’t typical,” stated Derek Van der Plaat, a managing director at BDO Canada, M&A and Capital Markets.

The Rogers-Shaw deal is predicted to be the tenth-largest deal in Canadian historical past since 1995, in keeping with information from Dealogic.

Regulation companies Lax O’Sullivan Lisus Gottlieb represented Rogers, whereas Davies Ward Phillips & Vineberg and Wachtell are legal professionals for Shaw.

FREEDOM SALE

Regulation companies Goodmans and Torys suggested Rogers and its controlling shareholder, whereas Davies Ward Phillips and Vineberg and Wachtell, Lipton Rosen and Katz represented Shaw. Burnet, Duckworth and Palmer is an unbiased authorized advisor to a particular committee of unbiased administrators of Shaw.

Not one of the regulation companies responded to Reuters queries on the authorized price.

Rogers retained BofA Securities and Barclays (LON:) as monetary advisors whereas Shaw was suggested by TD Securities and CIBC World Markets Inc for its particular committee.

A spokesperson for Barclays declined to remark and TD, CIBC and BofA didn’t reply to requests for remark.

Whereas fewer price transparency rules in Canada make information more durable to return by, one other prime 10 Canadian deal was EnCana Corp’s $22.4 billion spin out of its oil sands operations into Cenovus Power (NYSE:) Inc in 2009, which fetched $265 million on a before-tax foundation in complete charges, paperwork filed with the U.S. regulator confirmed.

Rogers agreed to promote Shaw’s cellular unit Freedom Cellular to Quebecor Inc as a concession after the competitors bureau blocked the unique deal, which created one other price stream. Bennett Jones represented Quebecor on the Competitors Tribunal.

Rogers and Shaw on Friday prolonged the closing deadline for the fourth time to March 31.

($1 = 1.3329 Canadian {dollars})