24 LEXPERT MAGAZINE
|
MARCH/APRIL 2018
BIG DEALS
Energy & Power Pipelines
Automotive Materials
Utilities Financials Health Research
Media & Entertainment Recreation & Leisure Advertising & Marketing
E-Commerce Construction & Engineering
Consumer Staples
NEO PERFORMANCE
MATERIALS INC. COMPLETES
$200M INITIAL PUBLIC
OFFERING
CLOSING DATE: DECEMBER 8, 2017
On December 8, 2017, Neo Performance
Materials Inc. announced the successful clos-
ing of its initial public offering and listing on
the Toronto Stock Exchange.
e offering was effected by way of second-
ary offering of 11,115,000 common shares, by
the Company's majority shareholder, OCM
Neo Holdings (Cayman), L.P., an affiliate
of certain funds and accounts managed by
Oaktree Capital Management, L.P., at a price
of $18.00 per share for total gross proceeds to
the selling shareholder of $200,070,000.
e offering was made through a syndicate
of underwriters led by Scotiabank and RBC
Capital Markets acting as joint bookrunners,
and Cormark Securities Inc. acting as co-
lead underwriter, and included CIBC World
Markets Inc., Barclays Capital Canada Inc.,
Canaccord Genuity Corp., GMP Securities
L.P. and Raymond James Ltd.
Fogler, Rubinoff LLP was Canadian
counsel for the Issuer with a team compris-
ing Irwin Greenblatt (corporate/securities),
Karen Murray, Howard Burshtein, Jordan
Schwartz and Russell Sanders (securities),
and Peter Guselle and Ian MacInnis (tax).
Milbank, Tweed, Hadley & McCloy
LLP was US counsel for the Issuer with a
team comprising Scott Golenbock (corpo-
rate/securities), Brett Nadritch (securities),
Sam Badawi (capital markets), Amy Kletsel
(corporate), Mojdeh Pourmahram (capital
markets), and Russell Kestenbaum and Max
Goodman (tax).
Walkers Global was Cayman Islands
counsel for the Issuer with a team comprising
Rupert Bell, Jason Taylor and Gordon Da-
vidson (insolvency and dispute resolution),
and Caroline Williams and eo Leos
(global investment funds).
Stikeman Elliott LLP was Canadian
counsel for the Underwriters with a team
comprising Ivan Grbesic, Steven Bennett
and Marshall Eidinger (securities), Larry
Cobb (environmental), Jonathan Auerbach
(intellectual property) and Dean Kraus (tax).
Skadden, Arps, Slate, Meagher & Flom
LLP was US counsel for the Underwriters
with a team comprising Riccardo Leofanti
and Colin Brown (securities).
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
FIERA CAPITAL
COMPLETES $168.75M
BOUGHT DEAL OFFERINGS
CLOSING DATE: DECEMBER 21, 2017
On December 21, 2017, Fiera Capital Corp.
completed a $168.75-million bought-deal
public offering of class A subordinate vot-
ing shares (Class A Shares) and convertible
unsecured subordinated debentures (De-
bentures). e Class A Shares were sold to a
syndicate of underwriters, co-led by National
Bank Financial, Desjardins Capital Markets
and GMP Securities, and the Debentures
were sold to a syndicate of underwriters, co-
led by National Bank Financial, Desjardins
Capital Markets and Scotiabank.
e offerings consisted of $82.5 million
Class A Shares at $13.00 per share, and
$86.25 million 5 per cent Debentures due
June 30, 2023, which in each case included
full exercise of the over-allotment options.
Fiera Capital, a leading independent asset
management firm with more than $123 bil-
lion in assets under management as at Sep-
tember 30, 2017, provides institutional, retail
and private wealth clients with access to full-
service integrated money management solu-
tions across traditional and alternative asset
classes. Fiera Capital trades under the ticker
FSZ on the Toronto Stock Exchange.
Fiera Capital was represented internally by
Violaine Des Roches, Senior Vice President,
Chief Legal and Chief Compliance Officer
and Corporate Secretary, Rebecca McLeod,
Vice-President, Legal and Corporate Affairs,
and David Michaud, Legal Director.
Fasken Martineau DuMoulin LLP
acted as counsel to Fiera Capital with a team
that included Gabriel Castiglio, Jean Michel
Lapierre, Marie-Christine Valois, Matthew
Quadrini and Joëlle Simard (corporate fi-
nance/securities), Félix Gutierrez (debt fi-
nancing) and Ryan Rabinovitch (tax).
e syndicate of underwriters was repre-
sented by Norton Rose Fulbright Canada
LLP with a team that included Pierre Da-
genais, Andrew Grossman, Jacob Cawker,
Sean Williamson, Peter Charbonneau (To-
ronto corporate finance/securities), Stephen
Kelly, Pete Wiazowski, Peter Riddell, Rachel
Lesmerises, Pier-Olivier Poisson and Pierre-
François Tétreault (Montréal corporate fi-
nance / securities) and Adrienne Oliver and
Hennadiy Kutsenko (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
STINGRAY DIGITAL GROUP
COMPLETES BOUGHT DEAL
PUBLIC OFFERING
CLOSING DATE: NOVEMBER 4, 2017
Stingray Digital Group Inc. (Stingray)
completed a public offering of an aggregate
of 4,900,200 subordinate voting shares and
variable subordinate voting shares, inclusive
of 552,200 subordinate voting shares issued
pursuant to the partial exercise of the over-
allotment option, on a bought deal basis, at a
price of $9.20 per share for gross proceeds of
approximately $45.1 million.
e syndicate of underwriters for the of-
fering was co-led by National Bank Financial
Inc. and GMP Securities L.P. and included
BMO Nesbitt Burns Inc., TD Securities Inc.,
CIBC World Markets Inc. and Desjardins
Securities Inc.
Stingray is a leading business-to-business
multiplatform music and in-store media solu-
tions provider operating on a global scale and
reaching an estimated 400 million subscrib-
ers (or users) in 156 countries.
Stingray was represented in-house by
Lloyd Feldman, Senior Vice-President, Gen-
eral Counsel and Corporate Secretary, and
by a team at Davies Ward Phillips & Vine-
berg LLP that comprised Olivier Désilets
(capital markets), Marie-Emmanuelle Vail-
lancourt (tax), and Scott Fisher (New York,
US securities law matters).
e underwriters were represented by
Fasken Martineau DuMoulin LLP, with
a team that comprised Jean-Pierre Chamber-
land, Caitlin Rose, Marie-Christine Valois,
Dan Su and Émilie Marceau (capital mar-
kets), Stephen Whitehead, Scott Prescott
and Yael Wexler (regulatory) and Claude
Jodoin (tax).
Oil & Gas Oil & Gas Oil & Gas
RGL RESERVOIR MANAGEMENT
GROUP INC. COMPLETES
US$404M RECAPITALIZATION
CLOSING DATE: DECEMBER 21, 2017
RGL Reservoir Management Group Inc. and