18 LEXPERT MAGAZINE
|
JUNE 2017
BIG DEALS
DEALS ANALYSIS
14
14
Total Deals Published
3
Corporate Finance
21
11
Mergers & Acquisitions
21
6
Cross-border Transactions
21
BIG DEALS
TRANSACTION VITALS
ANNOUNCED: 2/28/2017
CLOSED: 2/28/2017
TECHNIQUE: RESTRUCTURING
ATTITUDE: FRIENDLY
SOUGHT: 100%
JOHN TUZYK
BLAKE, CASSELS & GRAYDON LLP
TORONTO
(FOR SAGARD IN CANADA)
DAVID CHAIKOF
TORYS LLP
TORONTO
(FOR FAIRFAX IN CANADA)
EDWARD WAITZER
STIKEMAN ELLIOTT LLP
TORONTO
(FOR PERFORMANCE
SPORTS GROUP)
JONAH MANN
STIKEMAN ELLIOTT LLP
TORONTO
(FOR PERFORMANCE
SPORTS GROUP)
In the culmination of a complex cross-border bankruptcy sales and
auction process, on February 28, 2017, Performance Sports Group
Ltd. ("PSG") announced the completion of the sale of substantial-
ly all of its assets to an investor group led by Sagard Holdings Inc.
("Sagard") and Fairfax Financial Holdings Limited ("Fairfax") for
US$575 million, subject to certain adjustments, and the assumption
of related operating liabilities. e new, privately held company will
be a leading developer and manufacturer of ice hockey, roller hockey,
lacrosse, baseball and soball sports equipment and related apparel.
Its products will be sold under the BAUER, MISSION, MAVERIK,
CASCADE and EASTON brand names and will be marketed and
distributed worldwide.
e sale was completed in connection with PSG's cross-border
restructuring proceedings which commenced on October 31, 2016,
with joint proceedings in the Ontario Superior Court of Justice un-
der the Companies' Creditors Arrangement Act and the US Bankrupt-
cy Court for the District of Delaware under Chapter 11 of Title 11 of
the US Code.
e Sagard/Fairfax-led investor group made the "stalking horse"
bid at the outset of the sales and auction process, which was ultimately
determined to be the successful bid. To provide working capital for
PSG's operations and to fund the auction and sales process during the
restructuring process, PSG's existing asset-based lenders and Fairfax
and Sagard provided PSG with an aggregate of US$386 million in
debtor-in-possession (DIP) financing. Both Canadian and US courts
approved the sale and associated reorganization transactions pursu-
ant to orders dated February 6, 2017, and supplemented on Febru-
ary 10, 2017. Upon completion of the sale, PSG ceased to exist as an
operating business and is in the process of allocating and distributing
the sale proceeds to the debtors' stakeholders in the US and Canadian
bankruptcy proceedings.
PSG was represented in-house by a team led by Michael Wall, Ex-
ecutive Vice President, General Counsel and Corporate Secretary.
PSG was represented in Canada by Stikeman Elliott LLP with a
team comprising Edward Waitzer, Mihkel Voore, Jonah Mann, An-
drew Lahey, Frank Selke, Meghan Jones and Julia Dmitrijeva (M&A/
securities), Peter Howard, Elizabeth Pillon, Kathryn Esaw, Lee Nich-
olson and Vlad Calina (restructuring/insolvency), Denise Duiuis
(corporate), Craig Mitchell, Howard Rosenoff, Vanessa Beamish and
Daniel Tsarevsky (banking/financing), Dean Kraus, Marie-Andrée
Beaudry, Jean-Guillaume Shooner, Dominic Bédard-Lapointe, Katy
Pitch, Lindsay Gwyer and Eryn Fanjoy (tax), Ramandeep Grewal and
Laura Levine (regulatory), Paul Collins, Michael Kilby and William
Wu (competition), Nancy Ramalho and Natasha vandenHoven (em-
ployment, labour and pensions), Alan D'Silva, Mark Walli and Paula
Price (litigation), Larry Cobb and Myriam Fortin (environmental),
Justine Whitehead (IP) and Teanna Lobo (real estate).
COMPILED BY GENA SMITH
PERFORMANCE SPORTS GROUP SELLS ITS ASSETS
TO INVESTOR GROUP LED BY SAGARD AND FAIRFAX
