26 LEXPERT MAGAZINE
|
APRIL 2016
BIG DEALS
SLATE OFFICE REIT ACQUIRES
A PORTFOLIO OF COMMERCIAL
PROPERTIES FROM FORTIS
CLOSING DATE: JUNE 30, 2015
On June 30, 2015, Slate Office REIT (the REIT) and its affiliates
completed the acquisition of 14 commercial properties (Properties)
from Fortis Properties Corporation (FPC), a wholly owned subsid-
iary of Fortis Inc. (Fortis), for an aggregate purchase price of $430
million. e transaction was announced on May 21, 2015.
As part of the acquisition, the REIT entered into a strategic co-
ownership agreement with a Canadian institutional real estate inves-
tor pursuant to which the REIT acquired a partial interest in three of
the Properties and the co-owner acquired the remaining interest (the
JV Properties).
e Properties consist principally of high-quality office buildings
located in major markets in Atlantic Canada totalling 2.8 million
square feet of gross leasable area.
e acquisition was primarily funded with proceeds from an
$80-million public offering of subscription receipts of the REIT,
a $35-million private placement of units of the REIT to Fortis and
$189 million from new acquisition credit facilities, including a senior
secured revolving credit facility arranged by TD Securities (TD) and
BMO Capital Markets (BMO), and a senior secured term loan in re-
spect of the JV Properties from Canadian Imperial Bank of Com-
merce (CIBC). FPC and Fortis were represented by in-house counsel
Regan O'Dea and by Davies Ward Phillips & Vineberg LLP, with
a team led by James Reid (corporate) and Gabriella Lombardi (real es-
tate) and including Pawel Mielcarek and Daniel Peterson (real estate),
Michael Jemczyk (corporate), John Bodrug and Jim Dinning (compe-
tition), Raj Juneja (tax) and Jessica Bullock (employment).
Also acting for FPC and Fortis was a team from McInnes Cooper,
which was composed of Gregory Connors, George Monroe, Scott
Wilson and Jamie Angus, in Newfoundland and Labrador, New
Brunswick and Nova Scotia.
e REIT and its affiliates were represented by in-house counsel
Ramsey Ali and by McCarthy Tétrault LLP, with a team led by John
Currie, Jonathan See and Isabel Henkelman and including Abraham
Costin, Andrejs Mistiouk and Andrea Armborst (real estate), Mat-
thew Cumming, Wendi Locke and Jeremy Pleasant (corporate), Pat
McCay (tax) and Oliver Borgers and Jonathan Bitran (competition).
Also acting for the REIT and its affiliates was a team from Stewart
McKelvey, comprising Colin Andrews, Stephen Winter and Marc
Reardon, in Newfoundland and Labrador, New Brunswick and
Nova Scotia.
TD, BMO and CIBC were represented on the financing by Blake,
Cassels & Graydon LLP, with a team led by Michael Matheson (fi-
nancial services) and Daniel Kofman (real estate) and including Niki
Khatami (financial services) and Jason Kolarich (real estate). e syn-
dicate underwriting the subscription receipt offering, co-led by TD
and BMO, was also represented by Blake, Cassels & Graydon LLP,
with a team led by William Fung (securities) and Christopher Van
Loan (tax), and including Gerald Gaunt (securities), Raees Nakhuda
(securities) and Ian Caines (tax).
e Canadian institutional real estate investor was represented by
Dentons Canada LLP, with a team that included Ronald Golden-
berg, Jillian Shortt, Ryan Maynard and Harkiran Bains (real estate),
Don Macintosh, Natasha Singh and Jessie Church (corporate), Tony
Schweitzer (tax) and Adam Goodman (competition).
Oil & Gas Oil & Gas Oil & Gas
GRAN TIERRA ENERGY INC.
ACQUIRES PETROAMERICA OIL CORP.
CLOSING DATE: JANUARY 13, 2016
On January 13, 2016, Gran Tierra Energy Inc. (Gran Tierra) complet-
ed the acquisition of all of the issued and outstanding common shares
of Petroamerica Oil Corp. (Petroamerica), valued at $136,835,985, by
way of plan of arrangement under the provisions of the Business Cor-
porations Act (Alberta). e acquisition is a first step in Gran Tierra's
strategy to grow and diversify its portfolio throughout the productive
basins in Colombia.
Gran Tierra was represented by Christopher Nixon, Ben Hudy
and Patrick McNally (corporate/M&A), Kris Noonan (employment)
and David Weekes (tax) of Stikeman Elliott LLP. Vinson & Elkins
LLP advised as US counsel to Gran Tierra Energy Inc.
Petroamerica Oil Corp. was represented by Dentons Canada LLP
with a team led by Chris Manderville (corporate) and which included
CONNECT WITH IN-HOUSE
COUNSEL COLLEAGUES AT
LEXPERT.CA/CCCA
Check out in-house counsel's best networking tool! The
2015/16 Lexpert CCCA/ACCJE Directory & Yearbook online
edition is a user-friendly, outstanding key resource for all
in-house counsel.
Access more than
4,000 listees, more than 1,900 organizations,
find fresh editorial content, and information on deals and
links to important resources.
ANYWHERE. ANYTIME. ANY DEVICE.
