Lexpert Magazine

September/October 2018

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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22 LEXPERT MAGAZINE | SEPTEMBER / OCTOBER 2018 BIG DEALS Kathy Pybus (financial services) and Jeffrey Sharpe (litigation). 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 BANK LENDERS ARRANGE EXPANDED $1.08 BILLION CREDIT FACILITY FOR AUTOCANADA CLOSING DATE: APRIL 12, 2018 On April 12, 2018, a syndicate of bank lend- ers closed a new expanded credit agreement with AutoCanada Inc. (TSX: ACQ ), Can- ada's largest multi-location automobile deal- ership group by volume, providing secured credit facilities up to $1.08 billion. e three-year credit agreement increases AutoCanada's borrowing capacity and pro- vides $660 million for floorplan and lease financing, $350 million for acquisitions and capital expenditures as well as $70 million for general corporate purposes. AutoCanada used this credit facility to partially finance its approximately $110 million acquisition of Grossinger Auto Group in Illinois, which closed on April 9, 2018. e deal may serve as a precedent for future deals as the automotive industry continues to consolidate the auto franchise network. e lenders (with e Bank of Nova Sco- tia as Administrative Agent, Lead Arranger and Sole Bookrunner and CIBC and RBC as Syndication Agents) were advised by Mill- er omson LLP with a team led by Nora Osbaldeston and that included Keyvan Nas- siry, Jonathan Dyck, Julianna Abdo, Nelly Mosstaghimi-Tehrani, Geoffrey Marinange- li and Shaun Parekh, among others. Miller omson was assisted by Steven Christie and Teddy Comeau of McInnes Cooper in New Brunswick and Nova Scotia, Tim Dewart and Keith Senden of Fillmore Riley LLP in Manitoba and James Holman of Duane Morris LLP in Illinois. Mallorie Smith and Christina McSparron of Rutan & Tucker, LLP in the US advised the lenders in connec- tion with the Grossinger acquisition. AutoCanada was advised by lead counsel Maria Doerksen and Patrick Mah of Borden Ladner Gervais LLP, assisted by Michael Milani, QC, of McDougall Gauley LLP in Saskatchewan, Kent Fast and Megan Kelly of Fast Trippier Law in Manitoba, Charles Reagh and Andrew McMackin of Stewart McKelvey in New Brunswick and Nova Scotia, and Chuck Boehrer of Winston & Strawn LLP in the US. ere were interlender arrangements with Bank of America in the US on which Manley Roberts of McGuire Woods LLP advised. AutoCanada also completed a related US$131-million floorplanning facility done by Bank of America. Chuck Boehrer of Winston & Strawn represented Auto- Canada as Borrowers counsel and Manley Roberts of Mcguire Woods represented Bank of America. Pipelines Materials Utilities Financials Health Research Media & Entertainment Recreation & Leisure Advertising & Marketing E-Commerce Construction & Engineering Consumer Staples GFL ENVIRONMENTAL INC. ACQUIRES DEEP FOUNDATIONS GROUP OF COMPANIES CLOSING DATE: APRIL 1, 2018 On April 1, 2018, GFL Environmental Inc. (GFL) completed the acquisition of the par- ent of Deep Foundations Contractors Inc. along with its subsidiary corporations (the Deep Group). For more than 45 years, the Deep Group has delivered successful foundation piling and shoring work for its clients on a wide range of projects in Alberta, Saskatchewan, Manitoba, Ontario, Quebec, New Bruns- wick and Newfoundland. Client projects have included the Children's Hospital of Saskatchewan as well as the Bayview and Avenue Stations on the Eglinton Crosstown Light Rapid Transit project in Toronto. e acquisition of the Deep Group will complement GFL's existing shoring and foundation capabilities. (GFL also recently closed a recapitaliza- tion deal with investors led by BC Partners and Ontario Teachers' Pension Plan.) Stikeman Elliott LLP acted for GFL un- der the direction of Joy Grahek, Sue-Lynn Noel, and Alliet Ngorima at GFL with a team that included Jeffrey Singer, Tim Chubb and Rachel Wasserman (M&A), Jen- nifer Legge, Shawn Smith and Victoria Zaric (banking), Michael Kilby and Gideon Kwin- ter (competition), Natasha vandenHoven and Allyson Marta (pensions and benefits) and Kelly O'Ferrall (employment). John Tidball of Miller omson LLP ad- vised GFL on environmental matters related to the transaction. Blake, Cassels & Graydon LLP acted for the parent of Deep Foundations Con- tractors Inc. with a team that included Mi- chael Stevenson, Andrew Clark and Austin White (corporate), Julie Soloway and Peter Flynn (competition), Daryl Cukierman (em- ployment), Jeff Sommers and Adam Ngan (pensions and benefits), Daniel Kofman and Elizabeth Brachniec (real estate) and Peter Lee (tax). Torkin Manes LLP represented the Deep Group in connection with certain pre-clos- ing transactions with a team co-led by Jeffrey Cohen and Glen Eddie, and assisted by Wes- ley Isaacs.

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