Clearwater Seafoods Income Fund Completes IPO

Clearwater Seafoods Income Fund completed a $211,704,350 initial public offering of 21,170,435 trust units on July 31, 2002. The proceeds of the offering, together with $75 million of proceeds from the revolving term portion of a related $90 million credit facility, were used to indirectly acquire a 45 per cent interest in the seafood business of Clearwater Fine Foods Inc.

Led by Scotia Capital Inc., the syndicate of underwriters included CIBC World Markets Inc., BMO Nesbitt Burns Inc., National Bank Financial Inc., TD Securities Inc., Yorkton Securities Inc. and Beacon Securities Limited. The underwriters exercised an option to purchase 2,117,043 additional units for proceeds of $21,170,430

With respect to the offering, Clearwater was represented by in-house counsel Greg Arsenault, and by Goodmans LLP with a team led by William Rosenfeld, and including Robert Vaux, Meredith Roth, and Kari MacKay (securities/corporate) and Neil Harris and Jon Northup (tax), and by McInnes Cooper with a team that included Joseph Macdonald, Q.C., and Michael Simms in Halifax, responsible for Nova Scotia corporate matters; Fae Shaw in Halifax, responsible for securities matters in the four Atlantic provinces; and Dennis Clarke and Caroline Watton in St. John’s, responsible for Newfoundland and Labrador corporate matters.

Fasken Martineau DuMoulin LLP acted for the underwriters, with a team that included Joel Binder, Sean Morley, Aaron Stefan and Richard Johnston (securities/corporate) and Doug Cannon and Mitch Thaw (tax).

The lenders, The Bank of Nova Scotia and Islandsbanki hf., were represented in Toronto by Fasken Martineau DuMoulin, with a team that included Brian Wright, John Torrey and Thomas Meagher, and Craig McCrea, Q.C., Anthony Chapman, Q.C., Gavin MacDonald, Patrick Fitzgerald and Stephen Nicol of Cox Hanson O’Reilly Matheson in Halifax.

Greg Arsenault of Clearwater, Robert Vaux of Goodmans and Joseph Macdonald, Q.C., of McInnes Cooper acted for Clearwater in connection with the credit facility.