WWW.LEXPERT.CA
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2016
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LEXPERT 33
Pukier, Brian M. Stikeman Elliott LLP
(416) 869-5567 bpukier@stikeman.com
Mr. Pukier is a partner in the Toronto office and former head of the firm's
M&A Group. He currently serves on the Toronto office's Management
Committee and is a member of the Corporate Group. His practice focuses
primarily on cross-border M&A, private-equity transactions, corporate finance,
complex corporate reorganizations and public policy.
Pressman, Emmanuel Osler, Hoskin & Harcourt LLP
(416) 862-4903 epressman@osler.com
Mr. Pressman, Co-Chair of the National Corporate Department and former
Head of the M&A Group, represents companies, private-equity sponsors,
boards, special committees and financial advisors in complex mergers,
take-overs, proxy contests and restructurings.
Ponder, Dale R. Osler, Hoskin & Harcourt LLP
(416) 862-6500 dponder@osler.com
Ms. Ponder is the firm's Managing Partner. Her business law practice
has focused on M&A, securities regulation and corporate governance.
She has had extensive experience leading M&A transactions and advising
boards of public companies.
Podowski, Darrell W. Cassels Brock & Blackwell LLP
(604) 691-6129 dpodowski@casselsbrock.com
Mr. Podowski's practice concentrates on the mining and resource industries.
He advises Canadian and international companies on all their resource,
corporate finance and M&A law requirements with a specific focus
on Latin America.
Pletcher, Fred R. Borden Ladner Gervais LLP
(604) 640-4245 fpletcher@blg.com
Mr. Pletcher is Partner and Chair of BLG's National Mining Group.
He advises on all aspects of corporate finance, M&A, commercial transactions,
corporate governance and continuous disclosure, with a strong focus on the
mining industry. Clients include public and private companies, boards of
directors, special committees, underwriters, investment funds and real estate
investment trusts.
Pincus, Stephen N. Goodmans LLP
(416) 597-4104 spincus@goodmans.ca
Mr. Pincus has an extensive M&A, capital markets, corporate governance
and private-equity practice. He's played a leading role on many landmark
deals, and in developing Canada's domestic and cross-border IPO sectors,
as well as the country's real estate capital markets and seniors housing sector.
Author of The Canadian REIT Handbook.
LEXPERT RANKED LAWYERS
Gabriella Lombardi (Davies): We looked at selling the
entire portfolio in a single deal, but hotels and office
buildings are distinct asset classes that attract differ-
ent buyers.
LEXPERT: And that's where Slate comes into the pic-
ture, right?
John Currie (McCarthy Tétrault LLP, for Slate Office REIT):
e transaction was a great representation of Slate's
strategic repositioning and focus on office assets. e
portfolio comprises some of Atlantic Canada's highest-
quality commercial buildings, which are flagship prop-
erties in their respective markets. It nearly doubled the
REIT's asset base.
Lombardi: Once Slate signalled its interest to expand its
office footprint, this deal came together very quickly. A
letter of intent was signed and the legal deal teams got
to work negotiating the purchase agreement.
LEXPERT: Were there any other key drivers behind this
deal, besides just a refocusing of the respective utilities
and real estate businesses?
Reid: For Fortis, this was a strategic decision to sell
non-core assets that amounted to 3 per cent of its
total assets. So, yes, this reflected Fortis's strategy to
focus its capital expenditure plan on growing its core
business and diversifying its asset base in the regu-
lated utility and energy infrastructure space. e ob-
jective of the deal was to maximize value and sell on
an expedited basis.
Jonathan See (McCarthy): Another key driver involved
the strategic partnerships made by Slate. ere was
a public offering of subscription receipts of the REIT
with a syndicate of underwriters, co-led by TD Securi-
ties and BMO Capital Markets; two bank facilities; a
$35-million private placement of REIT units to Fortis
Inc.; and co-ownership of three of the properties with a
Canadian institutional real estate fund.
LEXPERT: Dentons represented this institutional inves-
tor, correct?
Jillian Shortt (Dentons Canada LLP, for an undisclosed
investor): Our team was heavily involved on behalf of
our client, who entered into a co-ownership agreement
with Slate for a number of the properties, from about a
month before closing.
LEXPERT: Lots of players in this one. Is it fair to say that
all sides were highly motivated, and if so, did that speed
up the process?
Lombardi: Both sides were highly motivated — Fortis
wanted to exit the commercial real estate business, and
Slate wanted to expand its holdings in Canada.
Shortt: e vendor, the purchasers and the lenders were
all motivated to get the deal across the finish line. at
not only sped up the process but helped the parties get
all of the sale documentation and the co-owner and
financing documentation settled fairly smoothly and
very quickly.
