24 LEXPERT MAGAZINE
|
JUNE 2018
BIG REAL ESTATE
A LOOK AT THE $382-MILLION PURCHASE BY SIENNA SENIOR LIVING OF TEN RETIREMENT RESIDENCES IN ONTARIO;
THE SALE BY ONTARIO POWER GENERATION OF THE LAKEVIEW LANDS, WHICH WAS THE FORMER SITE OF A COAL-FIRED
GENERATING STATION; AND THE SALE BY IVANHOE CAMBRIDGE OF ITS 50-PER-CENT STAKE IN FAIRVIEW MALL IN TORONTO
SIENNA SENIOR LIVING
COMPLETES ACQUISITION
OF 10 ONTARIO RETIREMENT
RESIDENCES
CLOSING DATE: MARCH 28, 2018
Sienna Senior Living Inc. (Sienna)
(TSX:SIA) completed the acquisition of ten
high-quality private-pay independent sup-
portive living and assisted living retirement
residences in Ontario for an aggregate pur-
chase price of approximately $382 million.
e acquired properties consisted of 1,245
private-pay suites located in the Greater To-
ronto and Greater Ottawa areas.
e acquisition and related transaction
costs were financed through a combination
of: (i) the assumption and up financing of
approximately $88.2 million in property-
level debt at a weighted average interest rate
of 3.87 per cent and a weighted average term
to maturity of 6.2 years; (ii) a $115 million
acquisition term loan facility that Sienna ex-
pects to refinance post-closing; (iii) net pro-
ceeds of Sienna's recent bought deal offering
which raised gross proceeds of approximately
$184 million [see below for further details];
and (iv) draws on the Company's existing
credit facilities.
On February 22, 2018, Sienna completed
the issuance of 9,066,000 common shares
at a price of $17.65 per common share, on
a bought deal basis for gross proceeds of
$160,014,900. e syndicate of underwriters
was led by TD Securities, as sole bookrunner,
and BMO Capital Markets, as co-lead under-
writer, and included CIBC World Markets
Inc., RBC Dominion Securities Inc., Scotia
Capital Inc. Canaccord Genuity Corp., Na-
tional Bank Financial Inc., Raymond James
Ltd., Echelon Wealth Partners Inc. and In-
dustrial Alliance Securities Inc.
e underwriters exer-
cised their over-allotment
option in full, resulting in
the issuance of 1,359,900
common shares for gross
proceeds of $24,002,235.
e aggregate gross pro-
ceeds raised pursuant to the offering, includ-
ing the exercise of the over-allotment option,
was $184,017,135.
Sienna is a leading seniors' living provider
with 85 seniors' residences in key markets in
Canada. Sienna offers a full range of seniors'
living options, including independent and
assisted living, long-term and residential care,
and specialized programs and services.
Sienna also provides expert management
services.
Sienna was represented in-house with re-
spect to the acquisition and offering by Hel-
len Siwanowicz, Legal Counsel.
With respect to the acquisition, Sienna
was represented by Goodmans LLP. e
team from Goodmans was led by Michelle
Roth and included Bill Gorman, Money
Khoromi and Jennifer Ehrlich (corporate),
David Nadler and Karen Vadasz (bank-
ing), Ira Barkin and Tyler D'Angelo (real
estate), Michael Royal (tax) and Richard
Annan (competition).
e Sellers were represented by Torys
LLP. e team from Torys included Simon
Knowling, Graham Rawlinson, Nooreen
Bhanji, Richard Missaghie (real estate/cor-
porate), Molly Reynolds (privacy), Omar
Wakil (competition), Kevin Tuohy (intel-
lectual property) and Mitch Frazer and Tom
Stevenson (employment).
With respect to the offering, Sienna was
represented by Goodmans LLP with a team
led by Bill Gorman and including Michelle
Roth, Money Khoromi (corporate/securi-
ties) and Michael Royal (tax); and in the
United States by Dorsey & Whitney LLP
with a team that included Richard Raymer
and Sudeep Simkhada (securities).
e underwriters were represented by
Blake, Cassels & Graydon LLP. e team
from Blakes was composed of William Fung,
Matthew Merkley and Chris Barker (cor-
porate/securities) and Paul Stepak and Ian
Caines (tax).
ONTARIO POWER
GENERATION COMPLETES
SALE OF LAKEVIEW LANDS
CLOSING DATE: MARCH 20, 2018
Ontario Power Generation (OPG) complet-
ed the sale of its 177-acre former coal-fired
Lakeview Generating Station site in Missis-
sauga to Lakeview Community Partners Ltd.
e former coal-fired power plant site is
one of the of the largest undeveloped water-
front properties in the Greater Toronto and
Hamilton Area.
e Lakeview site is the fourth former
OPG coal plant site to transition to a new, en-
vironmentally friendly use. (Others include a
new solar farm in development at Nanticoke
and conversions to renewable biomass fuel at
under Bay and Atikokan.)
e Lakeview site will be transformed to a
mixed-use community with parkland.
e Lakeview lands were sold for approxi-
mately $275 million and the conditions of
sale include a requirement that 67 acres
of waterfront land will be remediated and
transferred to the City of Mississauga.
e net proceeds from the sale of Lakev-
iew lands will be transferred to Ontario's
Trillium Trust to fund transit, transporta-
tion and other key infrastructure projects
across the province.
Lakeview Community Partners Ltd. is a
consortium of developers. e consortium
includes Argo Development Corp., TACC
Construction Ltd., Branthaven Homes,
Greenpark Group and CCI Development
Group of Cos.
OPG was represented by
Alison Folosea, Counsel, and
Samantha Piane, Counsel,
Law Division. OPG's advi-
sor, Infrastructure Ontario,
was represented by Daniel
Horowitz, Director, Legal