22 LEXPERT MAGAZINE
|
MARCH/APRIL 2018
BIG DEALS
L.P. as co-lead underwriter and sole book-
runner, Clarus Securities Inc., as co-lead un-
derwriter, and including Canaccord Genuity
Corp., Cowen and Company, LLC, Eight
Capital, and PI Financial Corp. (collectively,
the Underwriters).
Norton Rose Fulbright Canada LLP
represented MedReleaf Corp. with a team
led by Marvin Singer, Paul Fitzgerald, Jacob
Cawker and Sean Williamson.
Fasken Martineau DuMoulin LLP act-
ed as counsel to the Underwriters in respect
of the Offering with a team that included
Rubin Rapuch, John Sabetti, Jessica Catton
Rinaldi, Myroslav Chwaluk and Mariko Riv-
ers (securities/corporate), Christelle Gedeon
(IP/regulatory) and Mitchell aw (tax).
LITHIUM AMERICAS
COMPLETES STRATEGIC
FINANCING WITH GFL AND BCP
CLOSING DATE: JULY 14, 2017
On July 14, 2017, Lithium Americas
Corp. (Lithium Americas) completed a
$355,000,000 financing transaction with
Ganfeng Lithium Co., Ltd. (GFL) and
Bangchak Corporation Public Company
Ltd. (BCP) to finance the development
of the Cauchari-Olaroz lithium project
in Argentina. Pursuant to the transac-
tion, GFL and BCP subscribed for ap-
proximately $105,000,000 of common
shares of Lithium Americas and granted
to Lithium Americas a US$205,000,000
($250,000,000) credit facility.
Cassels Brock & Blackwell LLP acted
for Lithium Americas with a deal team that
included David Redford, Brian Dominique
and Jennifer Poirier (securities and mining),
and David Budd, Patience Omokhodian and
Jenna Clark (financial services).
GFL was represented by Goodmans LLP
with a deal team comprised of Grant Mc-
Glaughlin and Gesta Abols (securities and
mining), David Wiseman and Kyle Gerow
(financial services).
BCP was represented by Norton Rose
Fulbright through its offices in Canada,
the US and ailand with a deal team that
included Michael Sabusco, Somboon Kiti-
yansub, David McIntyre, Bob Comer, Jor-
dan Plener and Carole Gilbert (securities
and mining), and Suzana Lobo, Monika
Szymanski and Gautam Dhillon (finan-
cial services).
BNY Trust Company of Canada acted
as the Administrative Agent under the
credit agreement. Gus Karantzoulis of
Borden Ladner Gervais LLP acted as
counsel to BNY.
Pipelines
Materials
Utilities Financials Health Research
Media & Entertainment Recreation & Leisure Advertising & Marketing
E-Commerce Construction & Engineering
Consumer Staples
SNC-LAVALIN TRANSFERS
CANADIAN INFRASTRUCTURE
PROJECTS INTO NEWLY
CREATED INVESTMENT FUND,
ENTERS INTO A STRATEGIC
AGREEMENT WITH BBGI
SICAV S.A.
CLOSING DATE: SEPTEMBER 28, 2017
On September 28, 2017, a new infrastructure
investment fund formed by SNC-Lavalin
Inc., SNC-Lavalin Infrastructure Partners
LP (the Fund), completed its initial closing
involving the sale and issuance to a subsid-
iary of BBGI SICAV S.A. of 80 per cent of
the Fund's limited partnership units, while
SNC-Lavalin retained the remaining 20 per
cent of the limited partnership units and will
also act as the general partner and manager
of the Fund. e aggregate proceeds for all
transactions, including the initial closing,
amount to approximately $189 million.
e proceeds from the initial closing were
used by the Fund to acquire from SNC-La-
valin an initial portfolio of Canadian infra-
structure projects, including the William R.
Bennett Bridge (Kelowna, BC), the Canada
Line (Vancouver, BC), the Southeast Stoney
Trail (Calgary, AB) and the Restigouche
Hospital Centre (Campbellton, NB).
In addition, subject to certain conditions,
the Fund has agreed to acquire SNC-Laval-
in's interests in the McGill University Health
Centre (Montreal, QC) in a subsequent clos-
ing. As part of the transaction, SNC-Lavalin
also entered into a strategic agreement with
the Fund whereby SNC-Lavalin's interests in
certain future Canadian infrastructure proj-
ects will be offered to the Fund on a first offer
basis, subject to certain conditions.
SNC-Lavalin was represented in-house
by Louis Fleurent, Vice-President, Legal Af-
fairs, Capital, and by Aron Halpern, Direc-
tor, Commercial & Legal Affairs, Capital.
Norton Rose Fulbright Canada LLP acted
as counsel to SNC-Lavalin through its of-
fices in Montréal and Toronto. Norton Rose
Fulbright's team was led by Elliot Shapiro
and included, in Montréal, David Crandall,
Melanie Josepovici, Rachel Lesmerises, Peter
Riddell, Nicolas Labrecque, Derek Chiasson,
Taj Kudhail and, in Toronto, Michael Bunn.
McMillan LLP acted as counsel to BBGI,
with a team that was led by Candy Saga and
included Michael Friedman, Ted Scott, John
Clifford, Dharampreet Dhillon, Morgan
McDonald, Yonatan Petel, Alexandre Koch,
and Béatrice Méthé.
Consumer Goods Consumer Goods Consumer Goods
NOVACAP COMPLETES
INVESTMENT IN BESTAR INC.
CLOSING DATE: JULY 20, 2017
On July 20, 2017, Novacap, a Canadian lead-
er in private equity, announced the acquisi-
tion of an important stake in Bestar Inc. (Be-
star), a leading designer and manufacturer of
ready-to-assemble home and office furniture
primarily sold online in Canada and the
United States.
Novacap was represented by Miller
omson LLP by a team that included,
among others, Stéphanie Normandin and
Grégory Morin-Maltais (M&A), Alexandre
Ajami (intellectual property), Amal Gar-
zouzi (labour and employment), Francis Tri-
firo (financing) and Andrew Etcovitch (tax).
Bestar Inc. was represented by a team at
Lavery, de Billy, L.L.P. including Hubert
Pépin, Isabelle Mercure and Marilyn Paré
(M&A), Éric Lavallée (intellectual property),
Dave Bouchard (labour and employment)
and Mylène Boisvert (financing).
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
NEUBERGER BERMAN GROUP
LLC ACQUIRES BRETON HILL
CAPITAL LTD.
CLOSING DATE: OCTOBER 31, 2017
On October 31, 2017, Neuberger Berman
Group LLC (Neuberger), a global, indepen-
dent, employee-owned investment manager,
completed its acquisition of Breton Hill Cap-
ital Ltd. (Breton Hill), a Canadian invest-
ment firm managing approximately US$2
billion in client assets.
Neuberger was represented by Ken Otten-
breit, Gordon Cameron, Viviana Beltrametti
Walker, Anas Youssef and Elyse Velagic
