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2018
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LEXPERT 45
Zych, Kevin J. Bennett Jones LLP
(416) 777-5738 zychk@bennettjones.com
Mr. Zych's practice focuses on private loan workouts and judicially
supervised restructurings under the Companies' Creditors Arrangement Act
and the Canada Business Corporations Act, including related litigation,
with an emphasis on cross-border restructuring.
Zalmanowitz, QC, Barry Dentons Canada LLP
(780) 423-7344 barry.zalmanowitz@dentons.com
Mr. Zalmanowitz's competition practice includes a focus on the oil & gas,
restructured electricity, and oil & gas service sectors. He represents clients
in compliance with the Investment Canada Act and his experience embraces
M&A and criminal, private damage and reviewable practices issues.
He is Co-Chair of the Firm's National Competition Law Group.
LEXPERT-RANKED LAWYERS
e recapitalization transaction involved the
exchange of approximately US$404 million of
RGL's secured debt for common shares of the
reorganized company and US$75 million in
take-back debt pursuant to a new secured credit
facility. As part of the recapitalization, RGL's ex-
isting shareholders received common shares and
warrants of the reorganized company.
RGL was advised by Goodmans LLP with a
team that included Robert Chadwick, Brendan
O'Neill, Ryan Baulke and Andrew Harmes (cor-
porate restructuring), Gesta Abols, Ali Mirsky
and Laura Magisano (corporate and M&A),
Michael Bertrand and Karen Vadasz (financing)
and Carrie Smit and Ken Saddington (tax).
e ad hoc committee of debtholders was ad-
vised by Cassels Brock & Blackwell LLP with
a team that included Ryan Jacobs and Jane Diet-
rich (corporate restructuring), Jeffrey Roy (cor-
porate and M&A), Chuck Rich Rich, Suhuyini
Abudulai and Daniel Cipollone (financing) and
James Morand (tax).
PATTERN ENERGY
COMPLETES PUBLIC OFFERING
OF 9.2M CLASS A SHARES
On October 23, 2017, Pattern Energy Group
Inc. completed an underwritten public offering
of 9,200,000 shares of its Class A common stock
(including 1,200,000 shares of common stock
upon the exercise in full by the underwriters of
their over-allotment option), for gross proceeds
of approximately US$215 million.
e common stock was registered and sold
in the United States under Pattern Energy's
shelf registration statement and base prospec-
tus included therein filed on August 14, 2017,
as supplemented by a prospectus supplement
dated October 18, 2017, and was qualified for
distribution in Canada under Pattern Energy's
multijurisdictional disclosure system shelf
prospectus dated September 8, 2017 as supple-
mented by a prospectus supplement dated Oc-
tober 18, 2017.
e common stock was sold through an
underwriting group led by Morgan Stanley &
Co. LLC and Merrill Lynch, Pierce, Fenner &
Smith Incorporated, and which included Key-
Banc Capital Markets Inc. and SG Americas Se-
curities, LLC.
Pattern Energy is an independent power com-
pany focused on owning and operating power
projects with stable long-term cash flows in at-
tractive markets with potential for continued
growth of its business.
Pattern Energy holds interests in 20 wind
power projects, including the Mont Sainte-
Marguerite wind power project it has commit-
ted to acquire, with a total owned interest of
2,736 MW in the United States, Canada and Chile that use proven and
best-in-class technology.
Pattern Energy was represented by its internal counsel team, by its US
counsel Davis Polk & Wardwell LLP, and by its Canadian counsel Blake,
Cassels & Graydon LLP.
e Davis Polk corporate team included partners Richard Truesdell
Jr., Shane Tintle and Michael Mollerus and associates Eugene Baek, Jaryn
Fields, Brett Cameron and Brantley Hawkins.
e Blakes team included Jeffrey Lloyd, Brendan Reay, Michael Hickey,
Ted Gotlieb and Hugh Goodday (securities) and Edward Miller and Ian
Caines (tax).
e underwriters were represented in the United States by Vinson &
Elkins LLP. e Vinson & Elkins team was composed of Shelley Barber,
Chris Mathiesen, Frankie Shulkin, Nick Griffin and Matt Hortenstine
(securities) and Debra Duncan (tax). e underwriters were represented in
Canada by Torys LLP. e Torys team was composed of Rima Ramchan-
dani, Frazer House and Mitchell Dost (securities) and Andrew Wong and
Patrick Shaunessy (tax).
FORTISBC ENERGY INC.
COMPLETES $175M BOND OFFERING
On October 30, 2017, FortisBC Energy Inc. (FortisBC) completed a public
offering of $175 million principal amount medium term note debentures
with a coupon rate of 3.69 per cent and a 30-year term.
FortisBC is a British Columbia-based energy company that serves more
than 1.1 million customers across the province.
e offering was conducted through a syndicate of agents, led by Scotia
Capital Inc., and included BMO Nesbitt Burns Inc., RBC Dominion Secur-
ities Inc., TD Securities Inc., HSBC Securities (Canada) Inc., National Bank
Financial Inc. and Casgrain & Company Limited (the Agents).
FortisBC was represented by Farris, Vaughan, Wills & Murphy LLP in
Vancouver. e Farris deal team included David Selley and Michael Rawluk
(securities) and Ron Dueck (tax).
Cassels Brock & Blackwell LLP acted for the Agents. e Cassels
Brock deal team consisted of John Christian, Aimee O'Donnell and Rowan
Groenwald (securities).
