26 LEXPERT MAGAZINE
|
JUNE 2017
BIG DEALS
CORPORATE COUNSEL
Connect with
Find almost 4,000 corporate counsel
and over 1,500 organizations along with
fresh editorial content, information on
deals and links to important resources.
Lexpert.ca/ccca
CANADIAN CANCER SOCIETY AMALGAMATES
WITH CANADIAN BREAST CANCER FOUNDATION
CLOSING DATE: FEBRUARY 1, 2017
On February 1, 2017, the Canadian Cancer Society completed its
amalgamation with the Canadian Breast Cancer Foundation. e
previous two national charities now operate under the Canadian
Cancer Society banner.
According to the communiqué posted on its website, the new orga-
nization will accelerate the impact of donor dollars on cancer research
as well as vital support services for people who are living with, and
affected by cancer.
According to the Chair of the Board of Directors of the Canadian
Cancer Society, the merger will redefine the cancer charity sector in
Canada and will have substantial benefit for Canadians.
McMillan LLP advised the Canadian Cancer Society, with a team
led by Marc Genereux that included Christopher Garrah, Devina
D'Silva, Karen Smith, Alexandra Burke, Megan Singleton, Frede-
rique Gay, Monique Gauthier, Andrew Stirling, Jamie Wilks, Elisa
Henry, Max Jarvie, Alexandre Koch, Christie Bates, Joanna Vatavu,
Josh Freedman, Philip Vineberg, David Ross (in Toronto), Anita
Houshidari, Mitchell Allison, Sean Coughlin, David Elenbaas, Ste-
fanie Di Francesco, Lyndsay Wasser and Dan Edmondstone.
Blake, Cassels & Graydon LLP advised the Canadian Breast
Cancer Foundation, with a team led by Joan Chambers that included
Lindsay Clark, Kevin Hill, Bruce Rose-Innes, omas Wong, Jeremy
Ozier, Chanelle Desrosiers-Stewart, Nabil Virji, Rachel Lehman,
Clayton Gallant, and Felicia Lau.
ARITZIA COMPLETES SECONDARY
OFFERING OF SUBORDINATE VOTING SHARES
CLOSING DATE: JANUARY 26, 2017
On January 26, 2017, Aritzia Inc. ("Aritzia" or the "Company") com-
pleted its secondary offering of 20,100,000 subordinate voting shares
(the "Shares") for a price of $17.45 per share (the "Offering Price") for
aggregate gross proceeds of $350,745,000 (the "Offering").
e Shares were sold by an investment vehicle managed by Berk-
shire Partners LLC, a Boston-based private equity firm (the "Berk-
shire Shareholder"), an entity controlled by Brian Hill, Aritzia's
Founder and Chief Executive Officer (the "Hill Shareholder") and
e Bensadoun Family Foundation, a charitable foundation con-
trolled by Aldo Bensadoun, a director of Aritzia (the "Bensadoun
Shareholder, and together with the Berkshire Shareholder and the
Hill Shareholder, the "Selling Shareholders").
e Offering was underwritten by a syndicate of underwriters on
a bought deal basis led by CIBC World Markets Inc., Merrill Lynch
Canada Inc. and TD Securities Inc. and included BMO Nesbitt Burns
Inc., RBC Dominion Securities Inc., Scotia Capital Inc., Canaccord
Genuity Corp., Robert W. Baird & Co. Incorporated, William Blair
& Co., L.L.C. and Haywood Securities Inc. (the "Underwriters").
In a separate transaction that closed concurrently with the Offer-
ing, a group of employees of Aritzia, not including Brian Hill, sold
an aggregate of 1,788,366 subordinate voting shares, on a block trade
basis, at the Offering Price for total gross proceeds to such employees
of $31,206,987.
Aritzia was represented in-house by Amy Frankel (Co-General
Counsel) and Ada San (Co-General Counsel).
Stikeman Elliott LLP acted as Canadian counsel to Aritzia with
a team that included David McCarthy, Jonah Mann, Ramandeep
Grewal, Paul Rakowski, Omar Soliman and Rolake Adeniran (secu-
rities), and John Lorito and Lindsay Gwyer (tax).
Paul, Weiss, Riind, Wharton & Garrison LLP acted as US
counsel to Aritzia. e Paul, Weiss team was composed of Andrew
Foley and Rebecca Vasluianu (securities), and David Sicular and
Zachary King (tax).
Blake, Cassels & Graydon LLP acted as Canadian counsel to
the Underwriters with a team that included Kathleen Keilty, Jamie
Kariya, Evan Straight, Andrea Lejay and Trevor Simpson (securities)
and Kevin Zimka (tax).
McCarthy Tétrault LLP acted as Canadian counsel to Brian Hill
and the Hill Shareholder. e McCarthy Tétrault team included
Cameron Belsher, Robin Mahood, David Woollcombe, Claire Sung
and Ainslie Hurd (securities).
Davies Ward Phillips & Vineberg LLP acted as Canadian coun-
sel to the Bensadoun Shareholder with a team that included Brian
Kujavsky and Evan Paperman (securities) and Marie-Emmanuelle
Vaillancourt (tax).