LEXPERT MAGAZINE
|
MAY 2018 27
BIG REAL ESTATE
| REAL PROPERTY TRANSACTIONS OF IMPORTANCE |
A LOOK AT THE STRATEGIC TRANSACTIONS OF HBC, INCLUDING THE SALE OF THE LORD & TAYLOR FLAGSHIP ON FIFTH
AVENUE IN NEW YORK TO WEWORK AND RELATED LEASING AGREEMENTS; AND THE ACQUISITION OF CONSTITUTION SQUARE
IN DOWNTOWN OTTAWA BY ALBERT & LYON EQUITIES INC., ALBERT & LYON PROPERTIES LP, AND CANDEREL CSQ OTTAWA LP
HBC COMPLETES STRATEGIC
TRANSACTIONS WITH WEWORK
AND RHÔNE CAPITAL
CLOSING DATE: DECEMBER 6, 2017
On December 6, 2017, Hudson's Bay Com-
pany (HBC) completed the US$500 million
equity investment by Rhône Capital (Rhône)
in the form of 8-year mandatory convertible
preferred shares, the sale of the Lord & Taylor
Fih Avenue Flagship Building to WeWork
in a transaction valued at US$850 million.
Additionally, HBC completed a series of
strategic transactions, including agreements
to lease retail space within select HBC de-
partment stores.
e transactions are intended to maxi-
mize the productivity and value of HBC's
global real estate assets and position HBC at
the forefront of experiential retailing.
HBC was led by David Schwartz, in-house
general counsel; and represented in Canada
by Stikeman Elliott LLP, with a team
comprised of Jonah Mann, Sean Vanderpol,
Ryan Kirvan, Frank Selke, Bessie Qu and
Julia Dmitrijeva (corporate/securities), Doug
Klaassen (real estate), Dean Kraus and Jill
Winton (tax), Ramandeep Grewal (regula-
tory), Michael Kilby and Gideon Kwinter
(antitrust/competition), and Jennifer Legge
and Vanessa Beamish (banking).
HBC was represented in the US by
Willkie Farr & Gallagher LLP, with a
team comprised of Gordon Caplan, Russell
Leaf, Michael Brandt (corporate/securities),
David Drewes and Tom Henry (real estate),
and Henry Cohn and Hillel Jacobson (tax).
Rhône and WeWork were represented
in the US by Gibson, Dunn & Crutcher
LLP with a team comprised of partners
Eduardo Gallardo (M&A), Glenn Pollner
(capital markets), Steven Klein (real estate),
Brian Kniesley (tax), Joanne
Franzel (real estate), Dennis
Friedman (corporate), and
associates Jarrod Murphy
(corporate/private equity),
Nicolas Dumont (capi-
tal markets), Sharon Ma-
kowsky (real estate), and Nina Xue (tax) and
Mia Lee (corporate).
Rhône and WeWork were represented in
Canada by McCarthy Tétrault LLP, with
a team comprised of Robert Hansen, Sven
Milelli, Adam Taylor, Scott Bergen, Andrea
Kareclas, Elaine Sun, and Shauvik Shah
(corporate), Patrick McCay and Yaroslavna
Nosikova (tax), and Oliver Borgers and Jona-
than Bitran (competition).
ACQUISITION OF CONSTITUTION
SQUARE IN OTTAWA
CLOSING DATE: SEPTEMBER 11, 2017
Albert & Lyon Equities Inc., Albert &
Lyon Properties LP, and Canderel CSQ Ot-
tawa LP (Greystone Managed Investments
Inc., on behalf of its institutional clients,
"Greystone/Canderel") completed the acqui-
sition of Constitution Square, a three-tower
office complex totaling more than 1.1 mil-
lion sq. . located in downtown Ottawa.
e complex was purchased from OMERS
Realty Corp. (ORC) and CPP Investment
Board Real Estate Holdings Inc. (CPPIB).
e total purchase price for Constitution
Square was $480.6 million.
e price was financed by a secured loan
facility extended by e Manufacturers Life
Insurance Co. (Manulife) in the principal
amount of $240.3 million.
Greystone/Canderel was represented, on
both the acquisition and financing trans-
actions, by Dentons Canada LLP with a
team that included Phil Rimer, Kelly El-
liott and Rachel Witherspoon, of the Ot-
tawa office, and Sonja Homenuck, Paul
Shantz, Katarzyna Sliwa, Robert Blunt,
Cathy Charlton and Christine McEdwards
(real estate) and Adam Goodman (compe-
tition), of the Toronto office.
Greystone was also represented — as to its
ownership interest in, and asset and manage-
ment arrangements for, Constitution Square
— by Dentons Canada LLP, with a team
that included Jillian Shortt and Esme Cragg
(real estate), Heidi Clark and Kiran Bains
(financial services), Don Macintosh, Jamie
omas and Jessie Church (corporate), and
Tony Schweitzer and Jesse Brodlieb (tax) of
the Toronto office, and Don Kowalenko (real
estate) of the Calgary office.
Canstone Realty Advisors, acting as gen-
eral partner of Albert & Lyon Properties LP,
was represented as to its ownership interest in
Constitution Square, by Charlene Schafer of
McCarthy Tétrault LLP (Toronto). ORC
& CPPIB were represented by Stikeman
Elliott LLP (Toronto) with a team that in-
cluded Mario Paura, Vince Imerti and Kevin
Chen (real estate), and Nancy Ramalho (em-
ployment) and William Wu (competition).
Manulife was represented by Borden
Ladner Gervais LLP (Ottawa) with a team
that included Rocco D'Angelo, Yvan Morin,
Sara Lemieux and Emilie Roy. Canderel was
represented, as to its ownership interest in,
and management arrangements for Consti-
tution Square, by Bram Costin of McCarthy
Tétrault LLP (Toronto).
NORTHWEST HEALTHCARE
PROPERTIES REIT COMPLETES
$143.8M BOUGHT DEAL
EQUITY OFFERING
CLOSING DATE: OCTOBER 13, 2017
NorthWest Healthcare Properties Real Es-
tate Investment Trust (TSX: NWH.UN)
(NorthWest) completed an offering in which
NorthWest sold an aggregate of 13,133,000
trust units of the REIT at a price of $10.95
per unit, which included 1,713,000 units is-
sued pursuant to the exercise
in full of the over-allotment
option granted to the un-
derwriters of the offering
by NorthWest, on a bought-
deal basis.
e units were sold for
