3216444 Nova Scotia Company Acquires UE Waterheater Assets for $1.74B

In accordance with the terms of a purchase agreement dated April 16, 2007, on June 28, 2007, UE Waterheater Income Fund and UE Waterheater Operating Trust completed the sale of assets to 3216444 Nova Scotia Company. These assets included the water heater rental business of Union Energy Limited Partnership and its related commercial activities, as well as the security monitoring business of Protectron Limited Partnership and VOXCOM Incorporated. The total cost of the acquisition is $1.74 billion.

Torys LLP acted for 3216444 Nova Scotia Company with a team that included James Scarlett, Krista Hill, Bernays Barclay, Allen Yi, Kelly Kwan (M&A); Corrado Cardarelli (tax); Adam Delean, Tom Zverina and Milosz Zemanek (debt financing); Mitch Frazer, Stacey Parker-Yull and Tara Sastri (pension and employment); Kim Kowalik and Danielle Townley (real estate); Eric Boehm and Tanya Baytor (IP and technology); Michael Fortier (environmental); Jay Holsten and Sue-Anne Fox (competition); Phil Mohtadi (Investment Canada); and Bill Estey (research).

Borden Ladner Gervais LLP acted for UE Waterheater Income Fund and UE Waterheater Operating Trust with a team that included Frank Callaghan, Frank Allen, Paul Simon, Larissa Tkachenko, Adam Fanaki, Stephen Redican and Gus Karantzoulis.

The board of directors of the administrator of UE had earlier received a fairness opinion from Genuity Capital Markets, the exclusive financial advisor to UE, and had unanimously approved the proposed transaction. Genuity Capital Markets was advised in this transaction by Jon Levin of Fasken Martineau DuMoulin LLP.