Francis R. Legault

Biography

Francis Legault is a senior member of our Business Law Group and Chair of our Securities practice. He focuses on corporate finance, both private placements and public financings, international financings, mergers and acquisitions, privatizations and corporate governance.

Mr. Legault conducts numerous Canadian and Canada / US cross-border and international financings for both issuers and underwriters. He acts for underwriters in numerous equity and debt financings both in Canada and internationally and in numerous initial public offerings in various industry segments, including insurance, technology and communications.

His extensive experience with mergers and acquisitions involves many large transactions for major North American enterprises. He also has expertise in public income fund vehicles and represents potential issuers.

Mr. Legault also frequently advises on directors and officers' liability, board of directors' governance, independent committee deliberations, shareholder matters and other aspects of corporate governance. He also advises on potential proxy battles, for both incumbents and challengers.

Year of Call

• Quebec Bar 1983

Law School

• LL.B., Université de Montréal, 1982

Selected Client Work

• Acting on behalf of Alcan Inc. in connection with take-over defence preparedness, fending off Alcoa hostile bid and final friendly transaction with Rio Tinto PLC for a total consideration to Alcan shareholders of US$38.1 billion, representing the biggest all-cash take-over in Canadian history (October 2007)
• Acting on behalf of Bowater Incorporated in connection with its merger with Abitibi-Consolidated Inc. to create a global leader in publications papers (newsprint and other communications papers). AbitibiBowater Inc. became the third largest paper and forest products company in North America and the 8th largest worldwide, (October 2007) [cross-border]
• Acting on behalf of Garda World Security Corporation in connection with its proposed acquisition of ATI Systems International to become the second largest cash handling company in North America in a transaction valued at $395 million. (February 2007) [cross-border]
• Acting on behalf of Bell Nordiq Income Fund in connection with the acquisition by Bell Aliant Regional Communications Income Fund, of the public minority interest in Bell Nordiq Income Fund, representing a transaction value of approximately $505 million. (January 2007)
• Acting on behalf of Domtar Inc. (Canada's largest forest products company) in connection with a combination with Weyerheauser's fine paper business to create North America's largest white paper producer with an estimated enterprise value in excess of US$6 billion
• Acting on behalf of potential acquiror of CP Ships Limited by way of merger, in a limited auction process - $2.3 billion
• Acting on behalf of activist shareholders of Transat A.T. in motivating the Transat A.T. board of directors to consider shareholder value creation alternatives
• Acting as counsel to BCE Emergis Inc. in the spin-off by BCE Inc. of its majority interest in the share capital of BCE Emergis Inc. by way of public secondary offering - $355,000,000
• Acting as counsel to BCE Emergis Inc. in the sale of all of the shares of BCE Emergis Corporation, which carries on its health business in the United States, to Multiplan Inc. - US$213,000,000
• Representing Primetech Electronics Inc. in connection with its merger with Celestica Inc. by way of plan of arrangement - $350,000,000
• Representing Ad Hoc Committee of directors of C-Mac Inc. in cross-border merger with Solectron Corporation by way of plan of arrangement - $4.1 billion; (2001)
• Representing shareholders of TAL Global Asset Management Inc. in sale of their interest to Canadian Imperial Bank of Commerce: $400,000,000
• Acting as counsel to Bell Canada in connection with its outsourcing to a joint venture (55% controlled by Bell Canada - 45% controlled by Amdocs Limited) of all of Bell Canada's and affiliates billing requirements
• Acting on behalf of BCE Emergis Inc. in the sale of its transport services vertical to Descartes Systems Limited
• Acting on behalf of a potential acquiror of Biochem Pharma Inc. by way of the issuance of exchangeable preferred shares of a new Canadian subsidiary of a US acquiror, to be structured by way of plan of arrangement
• Acting as counsel for Cadim Inc., an affiliate of Caisse de dépôt et placement du Québec, in connection with its acquisition by way of take-over bid of all of the Common Shares of Acanthus Real Estate Corporation for $175 million
• Acting as counsel for Confédération des caisses populaires et d'économie Desjardins du Québec in its acquisition by way of insider bid of the remaining Class A and Class B Shares of Desjardins-Laurentian Financial Corporation, its diversified financial services subsidiary
• Advises a Canadian chartered bank on board governance issues and the conduct of shareholder meetings

Rankings and Recognitions

• Best Lawyers in Canada - Securities law, 2008
• Best Lawyers in Canada - Corporate Governance, 2008

Memberships and Activities

• Legal Advisory committee to the Autorité des marchés financiers (Québec Securties Commission)
• Member and Secretary of the University Club of Montreal
• Member of the Canadian Bar Association