Atlas Cold Storage Transactions Total $283M

On June 11, 2001 Atlas Cold Storage Holdings Inc. announced transactions totalling $283 million. Atlas Cold Storage provides temperature-controlled storage and logistics services to processors, distributors, food service providers and retailers through a network of 31 facilities across North America.

Atlas completed a $40,296,000 trust unit equity offering with a syndicate of underwriters led by BMO Nesbitt Burns. Atlas was represented on this matter by an Aird & Berlis LLP team including Martin Kovnats, Andrew Wilder, Maye Mouftah, Barb Worndl and Justice Agyemang. The syndicate of underwriters were BMO Nesbitt Burns, Scotia Capital Inc., National Bank Financial Inc., RBC Dominion Securities Inc. and TD Securities Inc. The underwriters were represented by Davies Ward Phillips & Vineberg LLP by a team including Shawn McReynolds and Gillian Stacey.

Atlas signed a $191.5 million credit facility with five major North American banks. The Aird & Berlis LLP team working on this included Edmund Smith, Andy Ayotte, Martin Kovnats, Andrew Wilder and Mayfe Mouftah. The syndicate of banks included The Toronto-Dominion Bank, The Bank of Nova Scotia, Bank of Montreal, Firstar Bank NA and HSBC Bank Canada who was represented by Samuel Billard of Donahue Ernst & Young LLP. US counsel for the borrowers was Felhaber, Larson, Fenlon & Vogt, P.A., led by David M. Cremons. The syndicate of lenders was represented by Goodmans LLP, led by Celia Rhea and including Tom Macdonald, Jeff Citron, David Wiseman, Jeffrey Shore and Victor Liu and US counsel to the lenders was Mayer Brown & Platt led by Andrew Mattei.

Atlas acquired two cold storage facilities in Calgary and Vancouver from Blue Star Cold Storage Inc. for $31.3 million. The Aird & Berlis LLP team working on this included Martin Kovnats, Andrew Wilder, Randy Hooke, Andy Ayotte and Edmund Smith. The team for the vendors were Taylor Wray, with a team that consisted of Walter Taylor and Darcy Wray. Local BC counsel to the purchaser was Owen Bird, led by Robin Macfarlane. Vendors and purchasers shared the same Alberta counsel, which was Macleod Dixon LLP led by Brad Hayden.

In a ten-year contract worth $25 million with Quebec-based food retailer Provigo, Atlas was represented by Edmund Smith of Aird & Berlis. Provigo was represented by in-house counsel.

The announcement of these transactions followed the completion on June 30, 2001 of a significant corporate reorganization of the trust and subsidiaries, which included the winding-up of holding companies and the amalgamation of numerous direct and indirect subsidiaries to result in a simplified corporate structure. The corporate reorganization included the restructuring of approximately $150.5 million of inter-company debt and cross shareholdings. The Aird & Berlis team working on this reorganization included Martin Kovnats, Edmund Smith, Barb Worndl, Maye Mouftah and Andrew Wilder.