Lexpert Magazine

March 2019

Lexpert magazine features articles and columns on developments in legal practice management, deals and lawsuits of interest in Canada, the law and business issues of interest to legal professionals and businesses that purchase legal services.

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LEXPERT MAGAZINE | MARCH 2019 7 porate), J.W. Perry, Jonathan Brown, Louis Labriola (Banking ), Lucy Farr and Tracy Matlock (Tax). Rothschild & Co. US Inc. acted as financial advisor to the senior se- cured term lenders and ASI with a team of Stephen Antinelli, Nic Hooper, Michael Speller, Kevin Glodowski and Rolf Arnold. PricewaterhouseCoopers Inc. also acted as financial advisor to the senior secured term lenders and ASI with a team of John McK- enna and Ian Dunlop. Goodmans LLP represented the ad hoc committee of 9.5% senior secured note- holders in Canada with a team consisting of Robert Chadwick, Joseph Latham, Bradley Wiffen, Andrew Harmes (Restructuring/ Insolvency), Tim Heeney (Corporate), Jeff Citron, Dan Dedic (Banking ), David Conklin (Litigation), Glenn Ernst and Alan Bowman (Tax), Ken Herlin (Real Es- tate) and David Rosner (Competition). Lenczner Slaght Royce Smith Griffin LLP, Blake, Cassels & Graydon LLP, and Brauti orning Zibarras LLP rep- resented GIP Primus, L.P. and Brightwood Loan Services L.L.C. in connection with the sale of the port assets with a team of Peter Griffin, Monique Jilesen, Scott Rollwagen, Matthew Lerner, Chris Trivisonno, Robert Trenker (Litigation), Steven Weisz, Caitlin Fell (Restructuring/Insolvency), Michael Harquail, Charles McRoberts (Banking), Jamie Koumanakos and David Kruse (Cor- porate), Chris Huband (Real Estate), and Paul Stepak and Allan Gelkopf (Tax). McMillan LLP represented the exit term lenders and exit ABL lenders in Can- ada with a team of Wael Rostom, Tushara Weerasooriya (Restructuring/Insolvency), Jeff Rogers, Don Waters, Darcy Am- merman, Alex Ricchetti, Julie Han, Em- ily Csiszar, Rob Scavone (Banking ), Da- vid Ross, Jennifer Mandel, Alma Borojeni (Real Estate), David Wentzell (Pensions), Ralph Cuervo-Lorens (Environmental), Michael Friedman, Jamie Wilks (Tax), Mary Flynn-Guglietti (Municipal Law), Mike Richmond, Sharon Groom, Paul Boshyk, Geoffrey Kubrick, Paul Davis, and Lyndsay Wasser (Corporate, Energy, and Labour and Employment). Simpson acher & Bartlett LLP represented the exit term lenders and exit ABL lenders in the United States with a team of Justin Lungstrum, Stephanie Rotter, Jeffrey Herscott, Juan Gonzalez, Michael Peragine, Janet Nadile, Jonathan Pall (Banking ), Sandeep Qusba (Restruc- turing/Insolvency), Genevieve Dorment (Intellectual Property), Timothy Mulvi- hill (Environmental), Timothy Gallagher (Real Estate), Abram Ellis, Mark Skerry (Anti-Corruption/Sanctions), Nicole Humphrey (Tax) and Jeanne Annarum- ma (ERISA). Paliare Roland Rosenberg Rothstein LLP represented the USW and its Lo- cal 2724 with a team of Massimo (Max) Starnino, Kenneth Rosenberg, Lily Harm- er, Emily Lawrence and Lauren Pearce (Restructuring/Insolvency and Labour and Employment). Davies Ward Phillips & Vineberg LLP provided transactional legal support, with a team of Robin Schwill and Christopher Anderson. FTI Consulting Canada Inc. acted as financial advisor to the USW and its Lo- cal 2724 with a team of Paul Bishop, Jim Robinson and Patrick Kennedy and Prism Economics Inc. also acted as financial advi- sor represented by Ken Delaney. Cavalluzzo Shilton Mcintyre Cornish LLP represented USW Local 2251 with a team of Michael Wright, Tracey Henry, Amanda Darrach and Alex St. John (Litiga- tion and Labour and Employment). Ursel Phillips Fellows Hopkinson LLP acted as representative counsel for certain of ESAI's retirees with a team of Susan Ursel, Karen Ensslen, Katy O'Rourke, Ashley Schuitema and Erin Epp (Litigation and Pensions). Consumer Services Energy & Power Pipelines Aerospace & Defence Automotive Materials Utilities Financials Health Research Media & Entertainment Recreation & Leisure Advertising & Marketing E-Commerce Construction & Engineering Consumer Staples AIR CANADA COMPLETES $2.4B ACQUISITION OF AIMIA'S AEROPLAN LOYALTY BUSINESS CLOSING DATE: JANUARY 10, 2019 On January 10, 2019, a consortium con- sisting of Air Canada, Toronto-Dominion Bank ("TD"), Canadian Imperial Bank of Commerce ("CIBC") and Visa Canada Corp. ("Visa") announced the successful closing of its purchase of Aimia Canada Inc., owner and operator of the Aeroplan Loyalty Business, from Aimia Inc. Air Can- ada also confirmed that Aeroplan Members' Miles will be honoured on a one-to-one basis in Air Canada's new loyalty program when it launches in 2020. e aggregate purchase price for the ac- quisition consists of $450 million in cash plus $47 million in cash for pre-closing adjustments. e pre-closing adjustments relate to lower net liabilities assumed than projected. In addition, approximately $1.9 billion in liabilities were assumed by Air Canada as part of the Transaction. Fasken Martineau DuMoulin LLP represented Air Canada with a team co-led by Claude Jodoin (Tax) and Neil Kravitz (M&A) that included Stephen Clark and Kathleen Butterfield (Financial Institu- tions, Commercial-Credit Card and Loy- alty Negotiations and Agreements), Con- stantinos Ragas, Frédérique Tremblay and Janie Harbec (M&A), Paul Cabana, Taj Kudhail and Frédéric Barriault (Tax), Huy Do, John Pecman, Chris Margison and Jen- na Ward (Competition and Regulatory), Samuel Rickett (Litigation) and Luc Bé- liveau (Insolvency). e team was also sup- ported by others, including with respect to due diligence, Intellectual Property, Labour and Employment, Tax and Privacy. Norton Rose Fulbright Canada LLP acted as legal counsel to Aimia Inc. and INDUSTRY SNAPSHOT Materials Forestry Products Oil and Gas Consumer Services Energy & Power Pipelines Aerospace & Defence Automotive Materials Utilities Financials Health Research Media & Entertainment Recreation & Leisure Advertising & Marketing E-Commerce Construction & Engineering Consumer Staples Oil & Gas Oil & Gas Oil & Gas COMPILED BY GENA SMITH Transportation

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