8 LEXPERT MAGAZINE
|
MAY 2019
growth strategies. Founded by John Stew-
art, Lauren Mulholland and Scot Duncan,
the firm is based in Lexington, Kentucky
with an office in New York City.
Stikeman Elliott LLP acted as Can-
adian counsel to MiddleGround Capital
in its acquisition of Peterson Spring and
MiddleGround's concurrent financing
arrangements with J.P. Morgan Chase &
Co., with a legal team including Mario
Nigro and Kevin Guenther (Corporate);
Frank Mathieu and Adam Drori (Tax);
Nancy Ramalho and Khalfan Khalfan
(Labour & Employment); Natasha van-
denHoven and Allyson Marta (Pension &
Benefits); Kevin Chen and Maggie Pang
(Real Estate). e Financing legal team in-
cluded Mark McElheran (Banking).
Greenberg Traurig LLP acted for
MiddleGround Capital in the US with
a team led by Matthew Miller and Zach
Schlichter.
Kerr Russell & Weber PLC repre-
sented Peterson Spring, with a team led by
Kenneth Lombardo.
Dickinson Wright LLP acted for JP
Morgan, with a team led by William P.
Shield, Jr. in the US and including James
McKeon in Canada.
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
VERIDIAN CORPORATION
AND WHITBY HYDRO
COMPLETE MERGER
CLOSING DATE: APRIL 1, 2019
Veridian Corporation and Whitby Hydro
Energy Corporation amalgamated to form
Elexicon Corporation, and their subsidi-
aries amalgamated to form a single regu-
lated electricity distribution subsidiary,
Elexicon Energy Inc., and a non-regulated
subsidiary, Elexicon Group Inc.
Elexicon Corporation's two subsidiaries,
Elexicon Energy and Elexicon Group, both
commence business effective April 1, 2019
as well.
Elexicon Energy is a local distribution
company regulated by the Ontario Energy
Board ("OEB") and is the successor to Ver-
idian Connections Inc. and Whitby Hy-
dro Electric Corporation. It will provide
more than 162,000 residential and busi-
ness customers with reliable, affordable
energy services in parts of Durham Region
and beyond. Elexicon Energy is the fourth
largest municipally owned electricity dis-
tributor in Ontario.
Elexicon Group is not regulated by
the OEB and will provide a wide range of
energy solutions to customers.
Elexicon Corporation will operate pri-
marily as a holding company. Its Board of
Directors comprises six independent direc-
tors and the mayors, or their designates, of
the five municipalities (Whitby, Pickering,
Ajax, Clarington and Belleville) that hold
shares in the Corporation.
Veridian Corporation is a holding com-
pany that owns Veridian Connections Inc.,
an OEB-regulated utility that distributes
electricity to more than 121,000 residential
and business customers in nine commun-
ities east and north of Toronto.
Whitby Hydro Energy Corporation is a
holding company owned by e Town of
Whitby, and containing two separate, dis-
tinct subsidiaries: Whitby Hydro Electric
Corporation and Whitby Hydro Energy
Services. Whitby Hydro Electric Corpor-
ation is an electricity distributor licensed
by the OEB to deliver electricity to homes
and businesses in the service area of Whit-
by, Brooklin and Ashburn, Ont. Whitby
Hydro serves more than 41,500 customers.
Aird & Berlis LLP acted as joint legal
counsel to Veridian and Whitby Hydro in
relation to the merger and to the Mergers,
Acquisitions, Amalgamations and Divesti-
tures application to the Ontario Energy
Board, with a team comprised of Ron
Clark, Jeremy Burke, Stephen Crawford
and Sarah Newman (Corporate), Dennis
O'Leary (Energy), Barbara Worndl (Tax),
Lorenzo Lisi and Barbra Miller (Labour
& Employment) and Jill Fraser and Alyssa
Gebert (Financial Services).
Suzanne Murphy (Corporate), Kim-
berly Howard (Corporate), Chris
Zawadzki (Corporate) and Bill Mc-
Cullough (Real Property) of McCarthy
Tétrault LLP were Independent Coun-
sel to Whitby Hydro and Counsel to the
Town of Whitby.
Borden Ladner Gervais LLP acted
as independent counsel to Veridian and
counsel to e Corporation of the City
of Belleville, e Corporation of the City
of Pickering and e Corporation of the
Municipality of Clarington, with a team
comprised of Bernadette Corpuz (Corpor-
ate, Energy), Jessica-Ann Buchta (Corpor-
ate, Energy), Rick Coburn (Environmen-
tal), Tamila Ivanov (Real Estate) and James
Fu (Labour & Employment).
omas J. Timmins of Gowling WLG
was counsel to the Town of Ajax.
EVE & CO COMPLETES $10.5M
SPECIAL WARRANT BOUGHT DEAL
PRIVATE PLACEMENT
CLOSING DATE: MAY 10, 2019
Eve & Co Incorporated (TSX-V: EVE)
completed a bought deal private placement
of 20,900,000 special warrants at a price
of $0.50 per special warrant for aggregate
gross proceeds of $10,450,000. Eve & Co
intends to use the net proceeds for green-
house expansion and for working capital
and general corporate purposes. Haywood
Securities Inc. acted as underwriter.
Eve & Co, through its wholly-owned
subsidiary Natural MedCo Ltd., holds cul-
tivation and processing licences under the
Cannabis Act (Canada) for the production
and sale of various cannabis products, in-
cluding dried cannabis, cannabis plants
and cannabis oil. Natural MedCo Ltd.
was Canada's first female-founded licensed
producer of medicinal marijuana, and re-
ceived its cultivation license from Health
Canada in 2016.
Eve & Co is led by a team of agricultural
experts and has a licenced 220,000 sq. .
scalable greenhouse production facility lo-
cated in Middlesex County, Ont. with 32
acres of adjacent land for future expansion.
Eve & Co has commenced construction
of an additional 780,000 sq. . expan-
sion, bringing Eve & Co's total anticipated
greenhouse capacity to 1,000,000 sq. .
Aird & Berlis LLP represented Eve
& Co with a team comprised of Richard
Kimel, Melanie Cole and Sean Green
(Capital Markets).
Counsel for Haywood Securities Inc.
was Zahra H. Ramji of Getz Prince
Wells LLP.