LEXPERT MAGAZINE
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MARCH 2019 11
and Alisha Alibhai (Commercial), Marlow
Gereluk and Amy Yang (Banking & Fi-
nance), and Darren Hueppelsheuser (Tax).
Health Research
Advertising & Marketing
E-Commerce Construction & Engineering
Consumer Staples
PHARMHOUSE COMPLETES
$80M BANK DEBT FACILITY
CLOSING DATE: JANUARY 7, 2019
On January 7, 2019, PharmHouse Inc.
("PharmHouse"), a 49%-owned joint ven-
ture by Canopy Rivers Inc., entered into a
syndicated credit facility (the "Credit Facil-
ity") with Bank of Montreal as agent and
lead lender, and with Canadian Imperial
Bank of Commerce and Concentra Bank
as lenders (together, the "Lenders").
Under the terms of the Credit Facility,
the Lenders will provide PharmHouse up
to $80 million of secured debt financing
at a rate of interest that is expected to av-
erage in the mid-to-high 5%-per-annum
range over its three-year term. is trans-
action marks one of the first syndicated
debt deals in the cannabis sector, one of
the first debt deals to involve multiple
Schedule 1 banks and one of the first debt
deals to a private cannabis company by a
Schedule 1 bank.
Cassels Brock & Blackwell LLP acted
for PharmHouse with a deal team that in-
cluded Jonathan Sherman (Cannabis), and
Chuck Rich, Hilary Fender and Richard
Ngo (Financial Services and Cannabis).
Dentons Canada LLP acted for the
Lenders with a deal team composed of Tom
Hunter, Alexandra North, Oana Chivaran
and Esme Cragg.
Oil & Gas Oil & Gas
ALTAGAS CANADA INC.
COMPLETES INITIAL
PUBLIC OFFERING
CLOSING DATE: OCTOBER 25, 2018
On October 25, 2018, AltaGas Canada
Inc. ("ACI") completed an initial public of-
fering of its common shares. In connection
with the initial public offering, ACI issued
16.5 million common shares at a price per
share of $14.50 for gross proceeds of ap-
proximately $239 million, and the com-
mon shares began trading on the Toronto
Stock Exchange under the symbol "ACI."
On November 21, 2018, an additional
2,475,000 common shares were issued at
the same price per share for gross proceeds
of approximately $36 million following the
exercise in full by the underwriters of their
over-allotment option.
e common shares were sold through
a syndicate of underwriters jointly led by
RBC Capital Markets, TD Securities Inc.
and J.P. Morgan Securities Canada Inc., and
including CIBC World Markets Inc., Na-
tional Bank Financial Inc., BMO Nesbitt
Burns Inc., Scotia Capital Inc., Beacon Se-
curities Limited, Desjardins Securities Inc.
and Industrial Alliance Securities Inc.
AltaGas Ltd. retains a significant minor-
ity interest in ACI, which holds Canadian
rate-regulated natural gas distribution util-
ity assets as well as contracted renewable
power assets.
Stikeman Elliott LLP represented ACI
in Canada with a team that included Chris-
topher Nixon, Pat McNally and Rhonda
Parhar (Corporate and Securities), Dennis
Langen and Vincent Light (Regulatory),
and Kevin Guenther (Tax). Michael Herm-
sen, Robert Gray and Vince Cangolosi of
Mayer Brown LLP advised ACI on US
securities law matters.
Blake, Cassels & Graydon LLP rep-
resented the underwriters in Canada with
a team that included Ross Bentley, Dan
McLeod, Chelsea Hunter, Sarah Ham-
mond, Sharagim Habibi, James Donnelly,
Robert Sevalrud and Samantha Chinn
(Corporate and Securities), Terri-Lee Ole-
niuk and Nicole Bakker (Energy Regula-
tory), and Carrie Aiken and Monika Cheng
(Tax). Christopher Cummings, Christian
Kurtz and Lewis Fainer of Paul, Weiss,
Riind, Wharton & Garrison LLP ad-
vised the underwriters on matters of US
Securities Law.
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
SILVER ARROW CANADA
LP COMPLETES FIRST
OFFERING OF SERIES 2018-1
ASSET-BACKED NOTES
CLOSING DATE: OCTOBER 24, 2018
Mercedes-Benz Financial Services Canada
Corporation ("MBFSC"), an indirect
wholly-owned subsidiary of Daimler AG,
established a platform to securitize from
time to time its Canadian motor vehicle
conditional sale contracts and installment
sale contracts ("Receivables") by forming
Silver Arrow Canada LP, a limited partner-
ship (the "Issuer"), and its sole general part-
ner, Silver Arrow Canada GP Inc.
On October 24, 2018, the Issuer com-
pleted an offering of $507,260,000 of asset-
backed notes collateralized by a pool of over
18,000 Receivables.
MBFSC, the Canadian financial services
provider for the Daimler group, sold the
Receivables to the Issuer and will service the
2018-1 portfolio.
e Issuer financed the securitization
transaction by completing a private place-
ment in Canada, together with a concurrent
Rule 144A offering in the United States, of
three classes of Series 2018-1 Asset-Backed
Notes (the "Notes").
RBC Dominion Securities Inc., Scotia
Capital Inc., CIBC World Markets Inc.
and TD Securities Inc. and their respective
US registered broker dealer affiliates acted
as agents in respect of the private place-
ments of the Notes. All three classes of the
Notes received AAA (sf ) ratings from both
DBRS and S&P.
e Issuer and MBFSC were represented
by Blake, Cassels & Graydon LLP with a
team that included Michael Burke, Adam
Jackson and Danielle Butler (Structured Fi-
nance), Markus Viirland and Alex MacMil-
lan (Securities), Yannick Beaudoin (Qué-
bec), Sabrina Wong (Income Tax) and Zvi
Halpern-Shavim (Sales Tax).
Sidley Austin LLP was US counsel to
the Issuer and MBFSC with a team that
included Dale Lum and Siegfried Knopf
(Structured Finance). MBFSC was repre-
sented by Hina Latif, General Counsel.
e agents were represented in Canada
by McCarthy Tétrault LLP with a team
that included Dirk Rueter and Jo-Anna
Brimmer (Structured Finance).
e agents were represented in the
United States by Katten Muchin Rosen-
man LLP with a team that included John
Keiserman, Christina Burgess and Emman-
uel Mevs (Structured Finance).
