LEXPERT MAGAZINE
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APRIL 2019 9
United States counsel, with a team that
comprised Christopher Cummings, Ste-
phen Centa and Harrison Cruikshank
(Corporate Finance and Securities), and
David Sicular (Tax).
e agents were represented by Stike-
man Elliott LLP, as Canadian counsel,
with a team that comprised Sherry Roth,
Francois Gilbert and Olivier Godbout
(Corporate Finance and Securities), and
Jonathan Willson (Tax), and by Shearman
& Sterling LLP, as United States counsel,
with a team that comprised Jason Lehner,
Ana Aur, Ryan Robski and Julian Carpen-
ter (Capital Markets), Laurence Crouch
and Daniel Kachmar (Tax) and omas
Donegan and Matthew Humphreys (Fi-
nancial Regulatory).
ALEAFIA HEALTH COMPLETES
ACQUISITION OF EMBLEM
CLOSING DATE: MARCH 14, 2019
On March 14, 2019, Aleafia Health Inc.
(TSX: ALEF) completed its acquisition
of Emblem Corp. (TSXV: EMC) by way
of a plan of arrangement under the provi-
sions of the Canada Business Corporations
Act in an all share transaction valued at
approximately $172.3 million at the time
of the deal's announcement. Pursuant to
the arrangement, Aleafia acquired all of
the common shares of Emblem, to form a
new wholly-owned subsidiary continuing
as "Emblem Corp." Following the transac-
tion, Aleafia graduated from the TSX Ven-
ture Exchange and commenced trading on
the Toronto Stock Exchange.
Aleafia, based in Concord, Ont., is a
leading, vertically integrated cannabis
health and wellness company. Following
closing of the transaction, Aleafia owns
three major cannabis product and cultiva-
tion facilities, operates the largest national
network of medical cannabis clinics and
education centres and maintains a medical
cannabis dataset with over 10 million data
points to inform proprietary illness spe-
cific product development and treatment
best practices.
Emblem, based in Toronto, is a fully
integrated cannabis company. rough its
wholly-owned subsidiary Emblem Can-
nabis Corporation, Emblem is licensed to
cultivate, process, and sell cannabis and
cannabis derivatives in Canada under the
Cannabis Act. Emblem's state-of-the-art
indoor cannabis cultivation facility and
Product Innovation Centre is located
in Paris, Ont. Emblem is also the parent
company of GrowWise Health Limited,
one of Canada's leading cannabis educa-
tion services.
Aleafia was represented internally by
Geoff Cowper-Smith, General Counsel.
Gowling WLG (Canada) LLP advised
Aleafia with a team led by Jason Saltzman,
and included Kathleen Ritchie, Marek
Lorenc, Joseph McDonald and Stephen
Franchetto (Corporate/Securities/M&A),
Michael Watson (Advocacy), Paul Carenza
(Tax) and Ian Macdonald (Competition).
Emblem was represented internally by
Karyn Sullivan, General Counsel. Den-
tons Canada LLP advised Emblem with
a team led by Michael Sabusco, and in-
cluded Eric Foster, Todd Melchior, Benja-
min Iscoe, Mike Malecki and Suraj Ram-
mohan (Corporate/Securities/M&A),
Matthew Fleming and omas Wilson
(Advocacy), Mark Jadd (Tax) and Sandy
Walker (Competition).
Blake, Cassels & Graydon LLP acted
as advisors to the Special Committee of
Emblem with a team led by Michael Hick-
ey (Corporate/M&A), and included Ryan
Morris (Advocacy) and Paul Stepak (Tax).
ALLIED PROPERTIES REIT
COMPLETES $230M PUBLIC
EQUITY OFFERING
CLOSING DATE: MARCH 7, 2019
On March 7, 2019, Allied Properties Real
Estate Investment Trust ("Allied Proper-
ties REIT") completed a public offering
of 4,968,000 units (inclusive of 648,000
units issued pursuant to the exercise in
full of the underwriters' over-allotment
option) at a price of $46.30 per unit for
gross proceeds of just over $230 million.
e units were offered on a bought deal
basis by a syndicate of underwriters led
by Scotiabank, RBC Capital Markets and
Goldman Sachs Canada Inc.
Aird & Berlis LLP represented Allied
Properties REIT with a team comprised
of Margaret Nelligan, Sherri Altshuler,
Anne Miatello, Melanie Cole, Liam Trac-
ey-Raymont and Amy Marcen-Gaudaur
(Corporate and Securities), Mike Smith
and Neill Kalvin (Real Estate), and Bar-
bara Worndl (Tax).
Stikeman Elliott LLP represented the
syndicate of underwriters as Canadian
counsel with a team comprised of David
Weinberger, Cara Cornacchia and Benja-
min Jain (Corporate and Securities), Me-
lissa Schyven and Ciaron Czajkowski (Real
Estate), and Lindsay Gwyer (Tax).
BOMBARDIER INC. COMPLETES
US$2B SENIOR NOTES FINANCING
CLOSING DATE: MARCH 7, 2019
On March 7, 2019, Bombardier completed
its issuance and sale of US$2.0 billion ag-
gregate principal amount of its new 7.875%
Senior Notes due 2027 (the "Notes")
(the "Notes Offering"). e proceeds of
the Notes Offering were used to finance
Bombardier's tender offers (collectively,
the "Tender Offers") for (i) all of its out-
standing 7¾% Senior Notes due 2020
(the "2020 Notes"), which was completed
on March 7, 2019, and (ii) up to US$975
million aggregate purchase price of its out-
standing 6⅛% Senior Notes due 2021 (the
"6⅛ Notes") and 8.750% Senior Notes due
2021 (the "8.750 Notes," together with
the 6⅛ Notes, the "2021 Notes"), to be
completed on March 29, 2019, and to pay
related fees and expenses.
e initial purchasers' syndicate for the
Notes Offering was led by Citigroup (lead
le), and included J.P. Morgan, BNP Pari-
bas, BofA Merrill Lynch, Deutsche Bank
Securities, Goldman Sachs & Co. LLC,
National Bank of Canada Financial Mar-
kets, NatWest Markets, TD Securities,
UBS Investment Bank, Commerzbank,
Credit Agricole CIB, Credit Suisse and
Natixis, as joint book-running managers,
BBVA and Morgan Stanley as senior co-
managers and ABN AMRO, e Williams
Capital Group, L.P., Desjardins Capital
