Baker & McKenzie LLP

10/08/2019 | Press release | Distributed by Public on 10/08/2019 12:47

Baker McKenzie Advises Impala Platinum Holdings Limited on its proposed acquisition of North American Palladium

Baker McKenzie is advising Impala Platinum Holdings Limited ('Implats'), one of the world's foremost producers of platinum and associated platinum group metals, on its proposed acquisition of 100% of the issued and outstanding common shares of North American Palladium ('NAP'), the Canadian-based primary platinum group metals producer listed on the TSX and the US OTC market, for total cash consideration of approximately C$1.0 billion (the 'Transaction'). The Transaction will be implemented pursuant to a plan of arrangement in Canada according to an arrangement agreement entered into between NAP, Implats, and Implats' wholly-owned Canadian subsidiary 11638050 Canada Inc ('Bidco'). The board of directors of NAP has unanimously approved the Transaction and will recommend to NAP shareholders that they vote in favour of the Transaction. In addition, the majority shareholder of NAP, an affiliate of Brookfield Business Partners LP, and all directors and officers of NAP which, in aggregate, beneficially own or control c. 81% of the outstanding common shares of NAP, have entered into voting agreements with Implats and BidCo to support and vote in favour of the Transaction. In addition to NAP shareholder approval, the Transaction is subject to the receipt of certain regulatory, court and stock exchange approvals and the satisfaction of other customary closing conditions.

The Baker McKenzie M&A team was led by partners Morne van der Merwe, Marc Yudaken (both of Johannesburg) and Greg McNab (Toronto) with assistance from associates Tanya Seitz and Bryce Bartlett (both of Johannesburg) and Braden Schnarr (Toronto). The Baker McKenzie finance team was led by partners Wildu du Plessis (Johannesburg), Haden Henderson and Nick O'Grady (both of London) with assistance from associates Samantha Greer, Nick Cusack, AJ Brown, Conor Lovie, Sonali Maulik (all of London) and Chantel Van Zyl (Johannesburg). The Baker McKenzie tax team was led by partners Stephan Spamer (Johannesburg) and Peter Clark (Toronto) with assistance from senior executive, Arnaaz Camay (Johannesburg). The Baker McKenzie antitrust team was led by Nancy Hamzo (Toronto).

Morne van der Merwe, transaction team leader and Managing Partner in Johannesburg said: 'This is an exciting transaction for Implats as it allows them to strengthen their competitive position in the market and diversify across jurisdictions. It is also a very rewarding transaction for the Baker McKenzie team and we were thrilled to be able to utilise our ability to work fluently across numerous practices and multiple global jurisdictions as one cohesive team, to deliver expert legal advice to Implats.'

Commenting on the financing aspects of the transaction, Haden Henderson, Partner at Baker McKenzie in London, added: 'It has been a great opportunity for us to work on this high profile transaction with Implats and its financial advisors. This transaction demonstrates the strength of the Baker McKenzie network and the seamless integration of our newly expanded leveraged finance offering in London.'
Greg McNab, Head of Baker McKenzie's Canadian Mining Group, added: 'We look forward to working with Implats to reach closing on this transaction which will assist Implats in achieving its strategic objectives. Working with Implats, Macquarie and NAP, we were able to find creative solutions to several complex issues. Having strong teams in South Africa, London and Canada who are already closely integrated makes it easier to coordinate and execute advice for Implats.'