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Romano, Simon A. Stikeman Elliott LLP
(416) 869-5596 sromano@stikeman.com
Mr. Romano is a partner in the Toronto office. He practises principally in
securities, public/private M&A, corporate finance, corporate governance,
exec compensation, private equity, alternative trading systems and REITs.
He was instrumental in the structure and launch of SPACs in Canada.
Clients include corporations, dealers and private-equity funds.
Rodger, J. Mark Borden Ladner Gervais LLP
(416) 367-6190 mrodger@blg.com
Mr. Rodger is a senior partner and Toronto regional leader of BLG's
Energy Markets Group. He specializes in the commercial, regulatory and
government relations components of electricity and natural gas markets
and infrastructure revitalization. He is experienced in all aspects
of electricity-sector restructuring.
Robitaille, Steeve Stikeman Elliott LLP
(514) 397-3024 srobitaille@stikeman.com
Mr. Robitaille is a partner and a member of the Corporate Group. He is also
a member of the Partnership board and of its Executive Committee. His
practice focuses on securities, public/private M&A, corporate finance, debt
restructuring and proxy fights. He also carries out work for public companies,
underwriters and private-equity funds. He advises on corporate governance
matters as well.
Reid, David A. Cox & Palmer
(902) 491-4131 dreid@coxandpalmer.com
Mr. Reid regularly advises clients on the purchase and divestiture of
businesses by way of share and asset purchases, partnerships and
joint ventures. He acts for both borrowers and lenders in domestic and
international, secured and unsecured financings and advises clients
throughout North America on matters related to unlimited liability companies.
Rajpal, Deepak (Dee) Stikeman Elliott LLP
(416) 869-5576 drajpal@stikeman.com
Mr. Rajpal's practice focuses primarily on M&A, corporate finance,
infrastructure, project finance, joint ventures and strategic alliances with
an emphasis on cross-border and international transactions. His clients
include international conglomerates, boards, dealers, institutional and
private-equity investors, and investment funds. Mr. Rajpal is the leader
of the firm's India initiative.
Raizenne, Robert Osler, Hoskin & Harcourt LLP
(514) 904-5626 rraizenne@osler.com
Mr. Raizenne's tax practice includes cross-border and domestic M&A,
corporate reorganizations, restructurings, corporate finance, trusts, dispute
resolution and tax litigation. He teaches tax at McGill and University
of Toronto Law Faculties.
LEXPERT RANKED LAWYERS
LEXPERT: Generally speaking, are
companies refocusing and moving
toward pure plays more oen these
days as the economy slumps and
public companies look to inspire in-
vestor confidence?
Reid: Owning non-core assets is rarely
rewarded by the market and can give
activists an opening to argue that
management lacks focus. For Fortis,
this was a deal that just made good
strategic sense and the timing was
right — they were taking a pause aer
completing major acquisitions in 2013
and 2014. is was a high-quality real
estate portfolio, but there was no com-
pelling rationale for Fortis to continue
to own it.
See: For Slate, this was about using the
knowledge and expertise of its team
and focusing on undervalued assets.
LEXPERT: ere was lots of legal rep-
resentation on this deal. And yet the
deal closed in short order — just one
month aer announcement on May
21. Did having so many parties offer any twists?
Lombardi: e portfolio included 19 properties, so there
were lots of issues to work through. In some cases an of-
fice building was connected to a hotel, and it was chal-
lenging to negotiate arrangements acceptable to Fortis,
Slate and the hotel buyer. But the negotiations were
business-minded and pragmatic, and we were able to
avoid getting bogged down fighting over side issues. A
comprehensive data site was available to Slate for a num-
ber of weeks prior to the announcement of the deal, and
the parties were highly incentivized to find solutions
that would work for both parties.
Isabel Henkelman (McCarthy): We were all fortunate
enough to be dealing with very goal-oriented sophisti-
cated parties.
Shortt: And it helped that each of the lead lawyers had
worked with each other on prior deals. ere was a level
of understanding and co-operation between the parties
that isn't always there on deals of this size and complex-
ity. at, and a number of late-night calls with all cli-
ents and lawyers, made the difference.
LEXPERT: Were there any risks that might have prevent-
ed this deal from closing?
Reid: Slate needed to have its joint venture partner and
lenders on board and execute a capital-markets financ-
ing. Fortis agreed to support this by investing $35 mil-
lion in Slate's publicly traded
REIT units. As a motivat-
ed seller, Fortis was prepared to be flexible and creative
to get the deal done.
See: Both parties were interested in conducting and
expediting the closing of the deal. is short closing
period meant the window to addressing any issues was
