10 LEXPERT MAGAZINE
|
APRIL 2019
BIG DEALS CORPORATE TRANSACTIONS OF IMPORTANCE
Markets, Lloyds Securities and UniCredit
Capital Markets as co-managers. Citigroup
Global Markets Inc. and J.P. Morgan Se-
curities LLC served as dealer managers for
the Tender Offers.
Bombardier's in-house team was led by
Daniel Desjardins, Senior Vice President,
General Counsel and Corporate Secretary,
together with Chantal Robitaille, Head of
Legal Services, Corporate Office and As-
sistant Secretary, Corinne Bélair, Direc-
tor, Legal Services, Daniel Khazzam, Legal
Counsel, and Sibylle Ferreira, Legal Coun-
sel. Norton Rose Fulbright Canada LLP
acted as counsel to Bombardier through
its offices in Montréal, New York, London
and Hamburg. Norton Rose Fulbright's
team was led by Paul Raymond and includ-
ed Pete Wiazowski, Lady Africa Sheppard,
Rachel Lesmerises, Julia Godolphin and
Alexane Samson in Montréal; Chris Hil-
bert, James Lacey and Jackie Kim in New
York; Klaus von Gierke in Hamburg; and
Mark Lloyd Williams, Matthew Eccles
and Marley Ali in London. Jules Charette
advised regarding Canadian tax matters,
and Michael Flamenbaum and Sheldon
Elefant advised on US tax matters.
Davis Polk & Wardwell LLP acted as
United States counsel for the initial pur-
chasers with respect to the Notes Offering,
with a team that included Byron Rooney,
Roderick Miller, Rahim Manji and Dmi-
triy Molchanov (Corporate and Securities)
and Michael Farber (US Tax). Mark Mich-
igan of Greenberg Traurig, LLP acted for
Deutsche Bank Trust Company Americas,
the global trustee.
Stikeman Elliott LLP acted as Cana-
dian counsel to the initial purchasers with
respect to the Notes Offering, with a team
that included Jean Marc Huot, David
Tardif, Karine Bilodeau, Loïc Sanscartier
and Erick Lauzière (Corporate and Secu-
rities), and Franco Gadoury and Philippe
Kattan (Tax).
BROOKFIELD PROPERTY
FINANCE COMPLETES $350M
MEDIUM TERM NOTES ISSUE
CLOSING DATE: FEBRUARY 13, 2019
On February 13, 2019, Brookfield Prop-
erty Finance ULC, a subsidiary of Brook-
field Property Partners L.P., announced
the completion of an offering of an aggre-
gate principal amount of $350 million of
medium-term notes, Series 3, due March
1, 2024, bearing interest at a rate of 4.30%
per annum. e notes are fully and un-
conditionally guaranteed by Brookfield
Property Partners and certain of its key
holding subsidiaries.
e notes were offered by a syndicate
of agents co-led by CIBC World Markets
Inc., RBC Dominion Securities Inc., TD
Securities Inc. and Scotia Capital Inc.
e net proceeds of the offering will be
used for general corporate purposes.
Brookfield Property Partners is one of
the world's largest commercial real estate
companies, with approximately US$87 bil-
lion in total assets.
Brookfield Property Finance ULC,
Brookfield Property Partners L.P. and
related entities was represented by Torys
LLP with a team that included Karrin
Powys-Lybbe, Jordan Fenton, Hong yi
Geng and Hailey Schnier (Corporate
and Securities).
e syndicate of agents was repre-
sented by Goodmans LLP with a team
that included Bill Gorman, Emily Ting,
Ledya Yohannes and Dennis Beker (Cor-
porate and Securities) and Kenneth Sad-
dington (Tax).
CAE INC. CLOSES ISSUANCE
OF US$450M PRINCIPAL
AMOUNT OF SENIOR NOTES
CLOSING DATE: MARCH 14, 2019
On March 14, 2019, CAE Inc. (NYSE:
CAE; TSX: CAE) announced the comple-
tion of its previously announced acquisi-
tion of Bombardier's Business Aircra
Training ("BAT") business for an enter-
prise value of US$645 million.
e acquisition of these flight and tech-
nical training operations expands CAE's
ability to address the training market for
customers operating Bombardier business
jets, which at more than 4,800 aircra, is
one of the largest and most valuable in-ser-
vice fleets of business aircra in the world.
e acquisition also serves to expand
CAE's position in the largest and fastest
growing segment of the business aviation
training market, involving medium- and
large-cabin business jets.
As part of the financing for the pur-
chase price of this acquisition, CAE also
completed the issuance of US$450 million
aggregate principal amount of senior unse-
cured notes, announced on December 21,
2018. e notes were issued in several US-
dollar-denominated tranches with fixed
interest rates ranging from 4.45% to 4.90%
annually and maturities ranging from 10
to 15 years. Noteholders include large insti-
tutional investors in the United States and
Canada. TD Securities acted as agent on
this private placement transaction.
CAE was represented in-house with
a team led by Claudia Michaud, Legal
Counsel. Norton Rose Fulbright Can-
ada LLP acted as counsel to CAE and its
subsidiaries in connection with the notes
private placement. e multi-jurisdictional
Norton Rose Fulbright team was led by
Pete Wiazowski in Montréal, and also in-
cluded Ahad Ahmed and Sarah Penning-
ton (Toronto), Tomas Gardfors and Jamie
Munro (London), Stephane Braun and
Charlene ibaudon (Luxembourg) and
Dirk Trautmann, omas Boehringer and
Joanna von Proff (Munich). Derek Chias-
son advised regarding Canadian tax mat-
ters (Montréal).
e notes purchasers were represented
by King & Spalding LLP (Atlanta), with
a team led by Carolyn Alford and includ-
ing Hector Llorens, William Westbrook
and Ashley van de Vender. TD Securities
as agent was represented in-house by Car-
ole Choe, Senior Counsel.
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MBARC CREDIT CANADA
COMPLETES OFFERING OF SERIES
2019-A ASSET-BACKED NOTES
CLOSING DATE: FEBRUARY 27, 2019
On February 27, 2019, MBARC Credit
Canada Inc. ("MBARC"), an indirect
wholly-owned subsidiary of Daimler AG
and a direct wholly-owned subsidiary of
