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Brian W. Mainwaring
Partner • Calgary
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Brian W. Mainwaring
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Brian Mainwaring is a senior corporate finance/mergers and acquisitions partner in Gowlings’ Calgary office. He is currently the Business Law Department Head and sits on the Calgary office's Executive Committee.
Brian's practice focuses primarily on corporate securities and M&A law, mainly representing oil and gas reporting issuers (both corporations and royalty trusts) at all stages of their development, from initial public offerings to representing the firm's largest corporate clients (having multi-billion dollar market capitalizations). Of the clients he is principally responsible for, Brian is often a senior officer (i.e., corporate secretary) of the client and, for some, he also sits on their board of directors. He has also been counsel to special committees of boards of directors in situations such as corporate reorganizations (whether amalgamations, plans of arrangement or take-over bids) and conflicts of interest situations. Retainers that are representative of Brian's practice include advising:
- an oil and gas corporation on the conversion by plan of arrangement to a royalty trust, having a transaction value of approximately $600 million
- on the reverse-take-over by a royalty trust of an E&P corporation by plan of arrangement, having a transaction value of approximately $800 million
- the merger of two royalty trusts by plan of arrangement, having a transaction value of approximately $4.5 billion
- three royalty trusts on management-internalization transactions
- a national oil company in connection with its acquisition of an international oil and gas corporation, having a transaction value of approximately $9.5 billion
- an oil sands corporation regarding a joint venture with an Asian-based integrated oil and gas corporation, having a transaction value of approximately $1.0 billion
- on a $1.0 billion debt financing facility for a significant oil sands corporation
- on the merger of a client as part of three energy royalty trusts merging together, having a combined transaction value of approximately $13 billion
- an oil sands corporation in connection with the formation of a significant partnership with a major international oil and gas corporation
- on a business-separation transaction of an international oil and gas corporation, separating the different business sectors of the client into two corporations
- the defence by an oil and gas corporation in connection with an unsolicited take-over bid
- the independent committee of the board of directors of an oil and gas corporation in connection with take-over bid of its business
- various public oil and gas corporations in connection with their acquisitions by take-over bids of other E&P corporations, having transaction values up to $250 million
- an oil and gas corporation in connection with the privatization by a former Soviet Union country of its state-owned oil and gas business and the equity financings in connection with the client's acquisition of that business, exceeding $130 million
- the president of a significant oil and gas corporation in connection with a hostile take-over bid
- an independent committee of directors of a public oil and gas corporation in connection with a hostile restructuring of the management of the corporation
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