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David Lefebvre is a partner in Gowlings’ Calgary office and member of the Corporate Finance and M&A Group. His practice focuses in national and international M&A, private equity transactions, capital markets, project financings and corporate governance matters.
David is involved in a number of Gowlings' initiatives, including, acting as the Chief Corporate Development Partner-Asia, chair of the India and Southeast Asia Group, member of the Executive Committee of the China Group, member of the Firm's International Strategic Advisory Group, member of the national Executive Committee of the U.S. Initiative and member of the Calgary Management Committee.
David has extensive experience in corporate reorganizations, restructurings, spin-offs and large commercial matters. He has acted for issuers and underwriters in initial public offerings, private placements, as well as national and international capital markets and debt and equity financings.
He has acted as senior counsel in several of Canada’s largest M&A transactions including acting for Sinopec in its $10.3 billion acquisition of Addax Petroleum Corp. The acquisition was recognized with numerous awards and citations including: the 2009 New York Atlas Awards Global M&A Deal of the Year, the Asian Counsel Deal of the Year 2009 and the Asian Legal Business 2010 Energy and Resources Deal of the Year.
In 2008 David earned the designation of IBA Fellow and has received diplomas in International Anti-Trust law, 2008; International Capital Markets & Loans, 2007; International Joint Ventures, 2006; International Business Organizations, 2005 and International M&A, 2004 from the College of Law of England and Wales and the IBA.  David has been counsel to issuers and underwriters in numerous transactions including acting as senior lead counsel to:
- CNOOC Limited in its US$2.1 billion offer for OPTI Canada Inc. by way of plan of arrangement.
- Sinopec International Petroleum Exploration and Production Corporation in its $10.3 billion acquisition of Addax Petroleum Corporation, the largest outbound acquisition by a PRC entity. Awarded the 2009 New York Atlas Awards Global M&A Deal of the Year ($5+ billion), the Asian Counsel Deal of the Year for 2009 and the Asian Legal Business 2010 Energy & Resources Deal of the Year.
- A Chinese private equity fund in connection with a $100 million investment in an Alberta oil sands company.
- Waldron Energy Corporation in its recapitalization of Triton Energy Corporation.
- TransCanada Corporation in its acquisition of ConocoPhillips’ remaining interest in the Keystone Oil Pipeline System for approximately US$750 million and for the capital investment required to complete the project resulting in an incremental commitment of approximately US$1.7 billion.
- Sinopec International Petroleum Exploration and Production Corporation in its $2 billion take-over bid for Tanganyika Oil Company Ltd.
- Compton Petroleum Corporation in connection with its public company strategic review process.
- TransCanada Corporation in connection with the ownership and commercial legal structure with ConocoPhillips of the US$13 billion Keystone Oil Pipeline project.
- CITIC Group of Beijing in its US$1.9 billion acquisition of Nations Energy (now CITIC Canada Petroleum Limited) and Nations’ Kazakhstan petroleum and oil services assets, then the third largest oil and gas acquisition by a Chinese company.
- CITIC Group (as Canadian counsel) in its sale of a 50% interest in CITIC Canada Energy Limited (the parent of CITIC Canada Petroleum Limited) to KMG EP of Kazakhstan for US$930 million.
- Echo Bay Mines in its $3 billion combination with Kinross Gold Corporation and TVX Gold Inc.
- TransCanada Corporation in approximately $17 billion of its equity and debt financings including its:
- US $1 billion offering of 3.80% senior notes due 2020 (September 2010);
- $700 million offerings of cumulative redeemable rate reset first preferred shares (March and June 2010);
- $550 million offering of cumulative redeemable rate reset first preferred shares, the largest such offering in Canada to date (September 2009);
- $1.84 billion equity offering (June 2009);
- $1.75 billion equity offering, the then largest equity bought deal, largest subscription receipts offering and largest MJDS offering in Canadian history (February 2007);
- $1.28 billion offering of common shares;(May 2008);
- $1.16 billion offering of common shares (November 2008);
- $700 million offering of medium term notes, of which $400 million are due 2039 and $300 million are due 2014 (February 2009);
- US$1.25 billion offering of 7.625% senior notes due 2039 (January 2009);
- US$750 million offering of 7.125% senior notes due 2019 (January 2009);
- $500 million offering of medium term notes due 2013 (August 2008);
- US$850 million offering of 6.50% senior notes due 2018 (August 2008);
- US$650 million offering of 7.25% senior notes due 2038 (May 2007);
- US$1 billion offering of 6.350% junior subordinated “hybrid” notes due 2067 (October 2007);
- US$1 billion offering of 6.200% senior notes due 2037 (October 2007) and;
- $400 million offering of medium term notes due 2016 (October 2006).
- Anadarko Petroleum Corporation in its US$4.1 billion disposition of its Canadian subsidiary: Anadarko Canada Corporation.
- Compton Petroleum Corporation in a number of its acquisition, disposition and financing transactions, including its US$450 million high yield US dollar note offering and US$165 million note tender offer, its take-over bid for Stylus Energy Inc., and its acquisition of WIN Energy Corporation by way of a statutory plan of arrangement.
- Martin Head Oil & Gas Ltd. in its private equity transaction with a number of U.S.-based institutions and its concurrent acquisition of producing oil and gas properties in the Western Canadian Sedimentary Basin.
- The Alberta Stock Exchange in its merger with the Vancouver Stock Exchange into the Canadian Venture Exchange (CDNX).
- CDNX (now the TSX Venture Exchange) in its acquisition by The Toronto Stock Exchange.
- Shaw Communications in its $600 million spin-off of Corus Entertainment.
- Various underwriters in a number of income trust transactions and initial and other public offerings.
David has written the following publications, and his recent and upcoming speaking engagements include:
- Lawyer Monthly, "Cross-Border M&A" (August 2011)
- Business News Network, "Will the CNOOC-OPTI Deal Pass the Net Benefits Test?" (July 2011)
- Oilweek, "M&A Trends" (June 2011)
- The Lawyer’s Weekly, "Wooing the Chinese Market" (April 15, 2011)
- The Lawyer’s Weekly, “Shareholder Democracy” (February 18, 2011)
- Federated Press 9th Reinventing the Corporate Secretary Course (April 2011, Calgary, Co-chair and speaker)
- American Lawyer, “Black Gold Rush” (November 2010)
- International Bar Association Annual Conference 2010: “Dissecting the Deal” (October 2010, Vancouver)
- The Canadian Institute’s Advanced Forum on Exploiting M&A Opportunities: “Negotiating Deals Involving Chinese, Asian and Sovereign Wealth Fund Buyers” (October 2010, Toronto).
- Asia Pacific M&A Deal Summit: “China and India M&A Deal Trends” (September 2010, Mumbai, India).
- Canadian Business Magazine, Executive Compensation, “Both Eyes on the Prize” (September 27, 2010)
- Legal Education Society of Alberta Business Law Conference
- “Executive Compensation - Say on Pay”: Carswell.
- Federated Press 12th Executive Compensation Course: “Regulating Executive Compensation” (April 2010, Toronto).
- Federated Press 5th Reinventing the Corporate Secretary Event: “Traditional Responsibilities and New Challenges of the Corporate Secretary” (April 2010, Calgary, co-chair and speaker).
- LexisNexis Cross-Border M&A Conference: “Maximizing Natural Resource Cross-Border M&A Excellence” (January 2010, Seoul, Korea).
- Federated Press 4th Reinventing the Corporate Secretary Course: “Traditional Responsibilities and New Challenges of the Corporate Secretary” (Vancouver).
- “Alberta Securities Commission Decision in Profound Energy Inc.”: Carswell.
- Federated Press Canada: 5th General Counsel’s Role in Maximizing Board Effectiveness, “The Evolving Role of the General Counsel and Defining the General Counsel’s Role: Working with the Board” (chair and speaker).
- 2008 Canadian Private Target M&A Deal Points Study (VI): Member of the Working Group of the American Bar Association M&A Market Trends Subcommittee of the Committee on Mergers and Acquisitions.
- “Statement of Executive Compensation: Proposed New Canadian Rules”: Carswell.
- Calgary Meeting of the Financial Executives International Canada: “Adopting International Financial Reporting Standards (IFRS)”.
- “Quarterly Earnings Guidance”: Carswell.
- 19th Annual Meeting of the Canadian Corporate Counsel Association: “Latest Developments in Corporate Governance”.
- The Canadian Institute’s Advanced Forum on Mergers & Acquisitions: “Preparing and Advising the Board in Today’s Fast-Paced Market: The Latest Governance Requirements”.
- “A Cross-border Focus on Oil & Gas M&A”: Lexpert.
- The Canadian Institute’s National Summit on Income Trust Structuring, Governance and Taxation: “Where is the Income Trust Market Going and What are the Strategies for Success?”.
- Federated Press Canada/U.S. Financial Reporting & Accounting Conference: “Latest Issues on Income Trusts”.
- “Secondary Market Civil Liability”: Carswell.
- Legal Education Society of Alberta Director’s & Officer’s Liability Conference: “Duties and Liabilities of Canadian Directors and Officers to the Corporation”.
- Infonex Financial Accounting and Reserve Reporting for the Oil and Gas Industry Conference (chair and speaker):“Latest Developments in Income Trusts”.
- Alberta Securities Commission Securities Laws and Financial Reporting Standards Conference: “Reorganising a Large Private Business and Going Public in Canada, the U.S. and the U.K.”
- Canadian Securities Administrators MRRS Conference: “Income Trusts”.
- Alberta Securities Commission Securities Laws and Financial Reporting Standards Conference: “Responding to an Allegation of Financial Reporting Improprieties”.
- Canadian Bar Association Securities Subsection: “Fundamentals of Income Trusts and Income Trust Conversions”.
- Opendialogue Financial Disclosure Conference: “Audit Committees”.
- Alberta Securities Commission Legal, Business & Accounting Conference: “Cross-Border Private Placements and Rights Offerings”.
- Canadian Bar Association Securities Subsection: “Royalty Trusts and Income Funds”.
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