30 LEXPERT MAGAZINE
|
APRIL 2016
BIG DEALS
tion, engineering and management services
to its customers.
IK Investment Partners is a European
private equity advisory group in the Nor-
dics, DACH region (Germany, Austria and
Swiss), France and Benelux.
IK Investment Partners focuses on mid-
market investments in four broad categories
relating to business services, care, consumer
goods and industrial goods.
Founded in 1985, e PIC Group, head-
quartered in Ontario with locations in Cana-
da, the United States and Mexico, first began
by offering a variety of training seminars.
ey quickly grew their business by respond-
ing to the needs of their customers with qual-
ity solutions including quality inspection, en-
gineering and training. Today, PIC services
the automotive and manufacturing sectors in
North America, including many major auto
manufacturers and their Tier 1 supplier base.
PIC employs nearly 2,000 people.
e Trigo Group and IK Investment Part-
ners were represented by Fasken Martineau
DuMoulin LLP with a team led by Niko
Veilleux and consisting of Anabel Quessy,
Jesse Bertollo, Guillaume Saliah, Emilie
Marceau (M&A), Marc Novello, Svetlana
Samochkine (financing) Jean-François Per-
rault (tax), Marc Rodrigue and Christian
Paquette (labour).
e Trigo Group and IK Investment
Partners were also represented by its French
counsel King & Wood Mallesons AARPI
with a team lead by Maxence Bloch and in-
cluding Benjamin Garçon, Mathieu Terrisse
(M&A), Olivier Vermeulen, Adeline Tieu-
Roboam, Tereza Courmont-Vlkova and An-
toine Venier (financing).
Certain US aspects of the transaction
were handled by Goodwin Procter LLP on
behalf of Trigo with a team led by Jon Her-
zog and including David Henken and Hilary
Levin (M&A).
Gowling WLG advised e PIC Group
in this transaction with a team that includ-
ed Tina Woodside, Jonathan Behar, David
Campbell, Andrew Zed and Nick Scissons
(corporate/M&A) and Paul Carenza and
Mariam Al-Shikarchy (tax).
Certain shareholders of e PIC Group
were advised by Paul Budovitch of Torys.
Insurance Insurance Insurance
THE EMPIRE LIFE INSURANCE
COMPANY ISSUES $130M
OF PREFERRED SHARES
CLOSING DATE: FEBRUARY 16, 2016
On February 16, 2016, e Empire Life In-
surance Company (the Corporation or Em-
pire Life) issued $130 million of Non-Cu-
mulative Rate Reset Preferred Shares, Series
1 (the Series 1 Preferred Shares).
e offering was underwritten on a
bought deal basis by a syndicate of under-
writers co-led by Scotia Capital Inc., CIBC
World Markets Inc. and TD Securities Inc.,
and which included BMO Nesbitt Burns
Inc., RBC Dominion Securities Inc., Na-
tional Bank Financial Inc., GMP Securities
L.P., Manulife Securities Incorporated and
Raymond James Ltd.
e deal was Empire Life's initial public
offering and represented a rare initial public
offering by way of a bought deal.
e Series 1 Preferred Shares were issued
to the public at a price of $25.00 per share.
e holders of Series 1 Preferred Shares will
be entitled to receive fixed non-cumulative
preferential quarterly dividends yielding 5.75
per cent annually, as and when declared by the
board of directors of the Corporation, for the
initial period commencing on the closing date
and ending on and including April 17, 2021.
ereaer, the dividend rate will be reset
every five years at a rate equal to the 5-year
Government of Canada bond yield plus 4.99
per cent. Subject to certain conditions, hold-
ers of Series 1 Preferred Shares will have the
right, at their option, to convert any or all of
their Series 1 Preferred Shares into an equal
number of Non-Cumulative Floating Rate
Preferred Shares, Series 2 on April 17, 2021,
and on April 17 every fih year thereaer.
e offering was announced on January 25,
2016, and closed on February 16, 2016.
e Corporation was represented in-house
by Natalie Ochrym, General Counsel and
Senior Vice-President, Human Resources
and Communications, and by McCarthy
Tétrault LLP with a team led by Andrew
Parker and included Barry Ryan, Leslie
Milroy, Jeremy Pleasant and Nicole Rumble
(business law) and Gabrielle Richards (tax).
e underwriters were represented by To-
rys LLP with a team led by David Seville and
which included Alison Harnick and Robert
Shaw (securities), Blair Keefe (financial insti-
tutions) and Catrina Card (tax).
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
TREEHOUSE FOODS ACQUIRES
CONAGRA'S PRIVATE BRANDS
BUSINESS FOR US$2.7B
CLOSING DATE: FEBRUARY 1, 2016
On February 1, 2016, TreeHouse Foods,
Inc. (TreeHouse) (NYSE: THS) completed
its US$2.7 billion acquisition of ConAgra
Foods' (ConAgra) (NYSE: CAG) private
brands operations, which was initially an-
nounced on November 2, 2015.
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