LEXPERT MAGAZINE
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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
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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
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