22 LEXPERT MAGAZINE
|
SEPTEMBER 2016
BIG DEALS
Inc. and that included CIBC World Markets Inc., HSBC Securities
(Canada) Inc., TD Securities Inc., Raymond James Ltd., BMO Nes-
bitt Burns Inc., Canaccord Genuity Corp., Macquarie Capital Mar-
kets Canada Ltd., AltaCorp Capital Inc., Haywood Securities Inc.,
Integral Wealth Securities Ltd. and Peters & Co. Ltd. (collectively,
the Underwriters).
Birchcliff issued 107,520,000 subscription receipts (Subscription
Receipts) (including 6,000,000 Subscription Receipts issued upon
the exercise in full of the over-allotment option granted to the Un-
derwriters) at a price of $6.25 per Subscription Receipt, for gross pro-
ceeds of $672 million.
Additionally, Birchcliff closed its previously announced non-bro-
kered private placement of 3,000,000 Subscription Receipts at a price
of $6.25 per Subscription Receipt for gross proceeds of $18.75 mil-
lion, which proceeds together with the gross proceeds from the Offer-
ing, raised aggregate gross proceeds of approximately $690.8 million
for Birchcliff.
Birchcliff was led by its General Counsel, Robyn Bourgeois, on
the financings.
Borden Ladner Gervais LLP represented Birchcliff Energy Ltd.
in connection with the financings. e BLG team was led by Louise
Lee and included Kent Kufeldt and Ravi Latour.
Osler, Hoskin & Harcourt LLP represented the Underwrit-
ers. e Osler team was led by Robert Lehodey and included Frank
Turner, Daniel Zuniga and Steven Ngo.
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
BANK OF NOVA SCOTIA SELLS
ROYNAT LINE OF BUSINESS
TO MERIDIAN CREDIT UNION
CLOSING DATE: APRIL 29, 2016
On April 29, 2016, the Bank of Nova Scotia (Scotiabank) sold the
business operations and assets of Roynat Lease Finance, a lease financ-
ing business and a division of Roynat Inc., to Meridian Credit Union
Ltd. (Meridian), Ontario's largest credit union. e Roynat Lease Fi-
nance business is one of Canada's largest providers of equipment leas-
ing, with offices across Canada, and had a portfolio of leases that was
valued at approximately $910 million at the end of 2015.
e acquisition allows Meridian to diversify into new product and
service offerings and territories outside of Ontario. Roynat Lease Fi-
nance will now operate as Meridian OneCap Credit Corp. e deal
was announced on April 19, 2016, and financial terms of the deal
were not disclosed. e closing followed the satisfaction of various
closing conditions including approval from the Deposit Insurance
Corporation of Ontario.
e legal team for Scotiabank was led internally by Anita Mackey,
Colin Levere and Alex Macmillan. Scotiabank was represented in the
transaction by Blake, Cassels & Graydon LLP with a team led by
Paul Belanger (regulatory) and Jake Gilbert (corporate) and includ-
ing Andrew ompson and Hilary Crangle (corporate), Deborah
Salzberger (competition), Jeremy Forgie and Holly Reid (benefits and
employment), Jeffrey Shafer and Allan Gelkopf (income and com-
modity tax), Alexis Levine and Francois Dupuis (financial services)
and David Feldman (technology).
Meridian's legal team was led internally by Sunny Sodhi. Meridian
was represented by Torys LLP with a team, led by Richard Willough-
by, that included Huw Evans and Jordan Fenton (corporate), Michael
Feldman (lease finance and securitizations), Amanda Balasubrama-
nian, Tom Zverina, Simon Williams and Jacob Weinstock (lending),
Blair Keefe and Peter Aziz (financial institution regulatory), David
Dell and Nooreen Bhanji (real estate), Joel Ramsey and Steve Slavens
(IT), John Tobin and Saira Bhojani (tax), Lynne Lacoursière (employ-
ment), Michael Fortier (environmental), Omar Wakil and Rebecca
Moskowitz (competition) and Teresa Reguly (IP).
TAHOE RESOURCES AND
LAKE SHORE GOLD COMPLETE MERGER
CLOSING DATE: APRIL 1, 2016
On April 1, 2016, Canadian mining exploration company Tahoe Re-
sources Inc. (Tahoe) and Canadian gold producer Lake Shore Gold
Corp. (Lake Shore Gold) completed a previously announced business
combination, now valued at $945 million.
Under an Arrangement Agreement, Tahoe acquired all of the is-
sued and outstanding shares of Lake Shore Gold by way of a plan of
arrangement. Existing Tahoe and Lake Shore Gold shareholders now
own approximately 74 per cent and 26 per cent of the combined com-
pany, respectively.
McMillan LLP represented Tahoe through a team led by Aman-
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