Decision to Proceed. In its 2012 budget, the Province of Manitoba committed to find operating efficiencies to deal with two significant economic challenges: t The lingering impact of the 2008 financial collapse that resulted in the worst global recession since the Great Depression. t The financial impact of the flood of 2011 that resulted in more than $1 billion in unanticipated financial costs for Manitoba. As part of this initiative, the Province of Manitoba sought to identify $75 million in the sale of public assets. Within this context, Teranet approached Manitoba to express its interest regarding a transfer agreement where it would take over the operations of the Property Registry. The province subsequently asked Teranet to outline terms of such a potential agreement. This included an up-front fee for assets of $7 million and an additional $68 million as part of a licensing agreement to provide land titles services on behalf of the Province of Manitoba. In addition, Teranet would also collect the Land Transfer Tax and immediately transfer it to the Province of Manitoba and would offer positions to all of the 120 employees. Those employees would also continue to be represented by the Manitoba Government Employees Union and would retain membership in the Civil Services Superannuation Plan. As well, the Property Registry was in need of a significant capital investment to move to an online system. Teranet agreed to take on the costs of that investment as part of the licensing agreement. Teranet is an international leader in electronic land registration and is the exclusive provider of online property search and registration in Ontario. It was founded in 1991 as a public- private partnership to automate the Ontario public land registry system. In 2008, Teranet was acquired by Borealis, the infrastructure investment arm of the Ontario Municipal Employee Retirement System (OMERS). In December 2010, the Province of Ontario extended its exclusive relationship with Teranet by 50 years, a commitment which demonstrates that province’s confidence in the service it provides. In addition to the company’s services for Ontario, Teranet offers innovative electronic solutions to a network of more than 80,000 end users, 38 real estate boards and more than 250 municipalities and institutions in the legal, real estate, government and financial markets. In a 2012 customer experience survey, Teranet garnered a score of 87.6 per cent for this value-added solutions line of business. After determining Teranet was able to serve the interests of Manitoba, formal terms of the agreement were negotiated, including: t ensuring a high-quality service at no cost to government t gaining expert service delivery from an experienced provider t receiving an upfront payment of $75 million and stable and escalating revenue for 30 years t establishing a new Manitoba company with associated economic benefits t reducing the civil service without job loss t modernizing systems to improve service to clients t retaining provincial oversight and ownership of official data t continuing operation of office locations, and ensuring the province agrees to any change in these requirements On December 13, 2012, Teranet and Manitoba officially agreed to the terms of the sale and a public announcement was made by both Manitoba and Teranet about the intent to proceed. The key terms of the deal were publicly disclosed in a news release. The general terms of the transaction covered the sale of the TPR assets and the grant of an exclusive concession to provide services to Manitoba and an exclusive licence to access, copy, transmit, use and distribute the official data. To help government assess the appropriateness of Teranet as the potential providers of this service and the fairness of the deal, Manitoba retained Deloitte Canada to review and provide its assessment. Deloitte Canada is a professional services provider, including audit, tax, accounting and financial advisory services. Deloitte reviewed the deal and Teranet’s operations, and provided Manitoba with advice on various aspects, including points for negotiating the final terms. Manitoba used this advice to negotiate and finalize the terms and details of the deal, over the subsequent two years. Because Deloitte reviewed the financial and other information related to Teranet and the Property Registry, details of their work are confidential and could harm the competitive and financial positions of Teranet. That said, Deloitte has provided a summary of its work, which will be published along with this contract summary. Deloitte researched and advised about the following points: ▇ ▇▇▇▇▇▇▇’s relationship with Ontario t Teranet’s operating model in Ontario t that Teranet was the only significant private sector company operating a property registry similar to Manitoba’s in a Commonwealth country t Teranet’s financial situation t fairness of the proposed purchase and licensing deal Deloitte provided points of negotiation, which were pursued, and concluded the aspects of the financial arrangement were reasonable. Five detailed legal agreements were reached with Teranet. The first was signed on February 7, 2014 and the remainder were signed immediately prior to the transfer of the Property Registry on March 28, 2014. They include: t the Master Agreement t the Licence and Service Provider Agreement t the Asset Purchase Agreement t the Gain Sharing Agreement t the Transitional Services Agreement The Master Agreement sets out some parameters of the deal, including dispute resolution, required legislation, asset purchase, royalty structure, the collective agreement, the service provider agreement, use of logos, transition and software licenses.
Appears in 1 contract
Sources: Transfer Agreement
Decision to Proceed. In its 2012 budget, the Province of Manitoba committed to find find operating efficiencies efficiencies to deal with two significant significant economic challenges: t • The lingering impact of the 2008 financial financial collapse that resulted in the worst global recession since the Great Depression. t • The financial financial impact of the flood flood of 2011 that resulted in more than $1 billion in unanticipated financial financial costs for Manitoba. As part of this initiative, the Province of Manitoba sought to identify $75 million in the sale of public assets. Within this context, Teranet approached Manitoba to express its interest regarding a transfer agreement where it would take over the operations of the Property Registry. The province subsequently asked Teranet to outline terms of such a potential agreement. This included an up-front fee for assets of $7 million and an additional $68 million as part of a licensing agreement to provide land titles services on behalf of the Province of Manitoba. In addition, Teranet would also collect the Land Transfer Tax and immediately transfer it to the Province of Manitoba and would offer positions to all of the 120 employees. Those employees would also continue to be represented by the Manitoba Government Employees Union and would retain membership in the Civil Services Superannuation Plan. As well, the Property Registry was in need of a significant significant capital investment to move to an online system. Teranet agreed to take on the costs of that investment as part of the licensing agreement. Teranet is an international leader in electronic land registration and is the exclusive provider of online property search and registration in Ontario. It was founded in 1991 as a public- private partnership to automate the Ontario public land registry system. In 2008, Teranet was acquired by Borealis, the infrastructure investment arm of the Ontario Municipal Employee Retirement System (OMERS). In December 2010, the Province of Ontario extended its exclusive relationship with Teranet by 50 years, a commitment which demonstrates that province’s confidence confidence in the service it provides. In addition to the company’s services for Ontario, Teranet offers innovative electronic solutions to a network of more than 80,000 end users, 38 real estate boards and more than 250 municipalities and institutions in the legal, real estate, government and financial financial markets. In a 2012 customer experience survey, Teranet garnered a score of 87.6 per cent for this value-added solutions line of business. After determining Teranet was able to serve the interests of Manitoba, formal terms of the agreement were negotiated, including: t • ensuring a high-quality service at no cost to government t • gaining expert service delivery from an experienced provider t • receiving an upfront payment of $75 million and stable and escalating revenue for 30 years t • establishing a new Manitoba company with associated economic benefits t benefits • reducing the civil service without job loss t • modernizing systems to improve service to clients t • retaining provincial oversight and ownership of official official data t • continuing operation of office office locations, and ensuring the province agrees to any change in these requirements On December 13, 2012, Teranet and Manitoba officially officially agreed to the terms of the sale and a public announcement was made by both Manitoba and Teranet about the intent to proceed. The key terms of the deal were publicly disclosed in a news release. The general terms of the transaction covered the sale of the TPR assets and the grant of an exclusive concession to provide services to Manitoba and an exclusive licence to access, copy, transmit, use and distribute the official official data. To help government assess the appropriateness of Teranet as the potential providers of this service and the fairness of the deal, Manitoba retained Deloitte Canada to review and provide its assessment. Deloitte Canada is a professional services provider, including audit, tax, accounting and financial financial advisory services. Deloitte reviewed the deal and Teranet’s operations, and provided Manitoba with advice on various aspects, including points for negotiating the final final terms. Manitoba used this advice to negotiate and finalize finalize the terms and details of the deal, over the subsequent two years. Because Deloitte reviewed the financial financial and other information related to Teranet and the Property Registry, details of their work are confidential confidential and could harm the competitive and financial financial positions of Teranet. That said, Deloitte has provided a summary of its work, which will be published along with this contract summary. Deloitte researched and advised about the following points: ▇ ▇▇▇▇▇▇▇• Teranet’s relationship with Ontario t • Teranet’s operating model in Ontario t • that Teranet was the only significant significant private sector company operating a property registry similar to Manitoba’s in a Commonwealth country t • Teranet’s financial financial situation t • fairness of the proposed purchase and licensing deal Deloitte provided points of negotiation, which were pursued, and concluded the aspects of the financial financial arrangement were reasonable. Five detailed legal agreements were reached with Teranet. The first first was signed on February 7, 2014 and the remainder were signed immediately prior to the transfer of the Property Registry on March 28, 2014. They include: t • the Master Agreement t • the Licence and Service Provider Agreement t • the Asset Purchase Agreement t • the Gain Sharing Agreement t • the Transitional Services Agreement The Master Agreement sets out some parameters of the deal, including dispute resolution, required legislation, asset purchase, royalty structure, the collective agreement, the service provider agreement, use of logos, transition and software licenses.
Appears in 1 contract
Sources: Transfer Agreement