Page 42 - CCCA64_2012

CCCA_V6No4_Col-DealDevelop-FIN_CCCA_V6No4 11/26/12 4:50 PM Page 42 AND Golf Town USA Holdings Inc. (con’d) On the Deal: (con’d) For the syndicate of underwriters for the offering: Tim Andison, Catherine Youdan and Neil Lacroix (corporate), and Aimee Yee and Neil Katz (banking), Blake, Cassels & Graydon LLP. For BNY Trust Company of Canada: Gordon Raman and Gus Karantzoulis, Borden Ladner Gervais LLP. For GE: Stephanie Robinson, Clifton Jarin, Jeff Rogers and Julie Han (financial services), Adam Maerov (restructuring) and Todd Miller (tax), McMillan LLP. GENIVAR Inc. Steeve Robitaille, Patrice Beaudin, Martin Racicot, Howard Levine, Vitale A. Santoro, Andrew Fleming, Stikeman Elliott LLP McMillan LLP Fasken Martineau Blake, Cassels Osler, Hoskin Norton Rose Canada LLP DuMoulin LLP & Graydon LLP & Harcourt LLP Details: GENIVAR Inc. acquired WSP Group PLC, a multi-disciplinary professional services consultancy based in London, U.K. The purchase price payable in connection with the transaction was approximately $442-million, which was paid in cash. The transaction was financed using the net proceeds from a $225-million public offering of subscription receipts completed through a syndicate of under- writers co-led by CIBC, BMO Capital Markets, National Bank Financial and Barclays; a $197-million concurrent private placement of subscription receipts with Canada Pension Plan Investment Board and the Caisse de dépôt et placement du Québec; as well as from a new credit facility. Date: Closed Aug. 1, 2012. On the deal: For GENIVAR Inc.: In-house by Anne-Marie Laberge, Senior Legal Advisor, Corporate Affairs and Corporate Secretary, and Marcy Ben-Ami Zimmerman, Legal Counsel; Steeve Robitaille, Maxime Turcotte, Vanessa Coiteux, Adam Cieply, David Tardif, Laurence L'Abbé, Cristina Darwish and Julien Michaud (corporate), and Luc Bernier and Dominic Bédard-Lapointe (tax), Stikeman Elliott LLP; Patrice Beaudin, McMillan LLP. For the underwriters: Gabriel Castiglio, Caitlin Rose, Rebecca McLeod and Philip M. Aubry (corporate), and Gilles Carli (tax), Fasken Martineau DuMoulin LLP. For the lenders: Martin Racicot, Marc Novello and Francis Trifiro (banking), Fasken Martineau DuMoulin LLP. For the Canada Pension Plan Investment Board: In-house by Andrea Jeffery, Manager-Legal; Howard Levine, Alfred Buggé, Denis Boudreault, Shannon Consedine and Anne-Catherine Boucher (corporate), Blake, Cassels & Graydon LLP. For Caisse de dépôt et placement du Québec: In-house by Guy Lebeuf, Director, Advisory Services, Legal Affairs; Jean-Sébastien Desroches, Josianne Beaudry, Jean Tessier and Sive Burns (corporate), Lavery, de Billy, LLP. WSP Group PLC: Vitale A. Santoro and Chima Ubani, Osler, Hoskin & Harcourt LLP. For Barclays: Glenn Hall, Tomas Gardfors, Carl Werner and Vic Kandampully, Norton Rose LLP; Andrew Fleming, Norton Rose Canada LLP. Teck Resources Limited Details: Teck Resources Ltd. completed a public offering in the United States of US$1.75-billion in aggregate principal amount of new senior unsecured notes, comprising US$500-million aggregate principal amount of 2.500 per cent notes due 2018, US$750-million aggregate principal amount of 3.750 per cent notes due 2023 and US$500-million aggregate principal amount of 5.400 per cent notes due 2043. The syndicate for the offering of the notes was led by Merrill Lynch, Pierce, Fenner & Smith Incorporated, Citigroup Global Markets Inc., J.P. Morgan Securities LLC, Goldman, Sachs & Co., Morgan Stanley & Co. LLC and RBC Capital Markets, LLC, as joint book-running managers. Date: Closed Aug. 8, 2012. On the deal: For Teck: In-house by Nick Uzelac, Corporate Counsel, and Doug Powrie, Vice-President, Tax; Hellen Siwanowicz, Craig Manuel, David Mendicino, Ryan Morris, Amandeep Sandhu and Jill Pereira, McMillan LLP. For the Hellen Siwanowicz, McMillan LLP underwriters: Jason Lehner, Hugo Sin and Peter Dueck, Shearman & Sterling LLP. Postmedia Network Inc. Details: Postmedia Network Inc. (“PNI”), a wholly owned subsidiary of Postmedia Network Canada Corp. (“PNCC”) (TSX: PNC.A, PNC.B), completed a Canadian dollar-denominated private placement offering of $250-million in aggregate principal amount of 8.25 per cent senior secured notes due Aug. 16, 2017. The notes are guaranteed by PNCC. The notes were also offered in the United States to qual- ified institutional buyers under Rule 144A of the United States Securities Act of 1933, as amended, and outside the United States to non-U.S. persons as defined in and in accordance with Regulation S under the Securities Act. The offering was underwritten by a syn- dicate of underwriters comprised of Scotiabank and Morgan Stanley, as joint bookrunners, and BMO Capital Markets, CIBC and RBC Capital Markets as co-managers. 42 CCCA Canadian Corporate Counsel Association WINTER 2012