Scott W. N. Clarke, Calgary

About Scott

Scott's practice focuses on mergers and acquisitions, power projects, corporate finance, private equity, and governance. He has extensive experience in domestic and cross-border acquisitions and financings, as well as distressed M&A and corporate arrangements.

Scott acts as counsel to issuers and underwriters across many sectors, including oilfield services, resource exploration and development, renewable energy, power, manufacturing, and financial services.

Through his extensive power practice, Scott has significant experience in project development, joint ventures and project financings. He acts for both bidders and targets on take-over bids and plans of arrangement (negotiated and hostile), as well as public and private restructurings and financings (including distressed), and regularly advises issuers in connection with corporate governance requirements, continuous disclosure obligations and stock exchange compliance (Toronto Stock Exchange and TSX Venture Exchange).

A significant portion of Scott's practice involves advising boards of directors on governance matters, including special committee representation for acquisition transactions and strategic processes.

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Select Experience

Recently, Scott has represented:

Prairie Storm Energy Corp. on its reverse takeover Qualifying Transaction and listing on the TSX Venture Exchange
The management team of Prairie Storm Energy Corp. on their insider buyout of their private equity sponsor
BluEarth Renewables Inc. on the transfer of Ontario Teachers' Pension Plan's ownership of BluEarth to DIF Infrastructure V
Trinidad Drilling Ltd. with respect to the hostile take-over bid made by Ensign Energy Services Inc.
BluEarth Renewables Inc. on its:
- Acquisition of four operating renewable energy projects from Veresen Inc.
- Acquisition and financing of five operational solar plants in Ontario
- Acquisition and financing of the ten Butter Solar projects in Wisconsin, Minnesota and Iowa
- Acquisition and financing of the 19.8 MW Adams and 19.8 MW Danielson wind facilities in Minnesota
- Joint venture with the Mohawks of the Bay of Quinte for the development of the 54 MW Loyalist Solar project in Ontario
- Joint venture with the Batchewana First Nation for the development of the 58 MW Bow Lake Wind Farm in Ontario
- Acquisition of the rights to develop the three-stage, 33 MW Narrows Inlet hydro project, and its partnering with the Sechelt First Nation
Several corporations undergoing distressed M&A, including in the oil and gas and oilfield services sectors, with respect to confidential mandates
Hyduke Energy Services Inc. on its acquisitions of Western Manufacturing Inc. and Avalanche Metal Industries Ltd.
Trinidad Drilling Ltd. on its:
- C$505-million acquisition of CanElson Drilling Inc.
- Joint venture with Halliburton to provide and operate drilling rigs for Halliburton's international integrated projects
- C$140-million offering of common shares and C$300-million debt financing
- Acquisition of Victory Rig Equipment Corporation for C$16-million
Prairie Storm Energy Corp. on its C$400-million capitalization by Natural Gas Partners
Novus Energy Inc. on its acquisition by Yanchang Petroleum International Limited of China
An underwriting syndicate in connection with the spinout and initial public offering of TransAlta Renewables Inc.
Millennium Stimulation Services Ltd., a private pressure pumping and well completion services company, on its start-up and subsequent financings
Gran Tierra Energy Inc. on its acquisition of Petrolifera Petroleum Limited

Awards & Recognition

Scott is recognized as a leading lawyer in the following publications:

The Best Lawyers in Canada – 2023–2024 (Corporate Law, Energy Law, Mergers and Acquisitions Law, Securities Law)
The Legal 500 Canada – 2023–2024 (Energy & Natural Resources: Power)
Chambers Canada: Canada's Leading Lawyers for Business – 2022–2024 (Corporate/Commercial)
The Canadian Legal Lexpert Directory (2023–2024: Mergers & Acquisitions; 2022–2024: Corporate Commercial Law, Corporate Finance & Securities, Corporate Mid-Market)
Thomson Reuters Stand-out Lawyers – Independently Rated Lawyers – 2021, 2024 (As nominated by senior in-house counsel)