Edgestone Capital Acquires Stephenson's Rental Services Income Fund

A fund managed by Edgestone Capital Partners completed its acquisition on July 18, 2007 of Stephenson's Rental Services Income Fund. Unitholders of Stephenson's holding in the aggregate 7,914,606 units, representing approximately 80.9 per cent of Stephenson's units on a fully diluted basis, tendered their units under the offer dated June 11, 2007 for all the units of Stephenson's. Edgestone subsequently completed a compulsory acquisition of the remaining Stephenson's units to become the sole unitholder of Stephenson's. The total transaction value was approximately $134 million, including the repayment of debt.

In connection with the offer, Edgestone obtained senior and subordinated credit facilities from syndicates of lenders led by Canadian Imperial Bank of Commerce. The credit facilities consisted of senior credit facilities in the amount of $95 million and subordinate credit facilities in the amount of $20 million. Canadian Imperial Bank of Commerce was the agent for a syndicate of lenders in connection with both the senior and subordinate credit facilities.

Edgestone was represented by Davies Ward Phillips & Vineberg LLP, with a team that included Jay Swartz, Steven Harris, Jason Saltzman, Conrad Druzeta and Michael Barrett (M&A/corporate); Tim Baron and Banu Unal (banking); Ian Crosbie and Raj Juneja (tax); Sarah Powell (environmental); Steven Martin and Frank Arnone (real estate); and Anita Banicevic (competition).

Stephenson's was represented by Goodmans LLP, with a team that included Sheldon Freeman, Jonathan Feldman, Caroline Wang and Catherine Youdan (M&A/corporate); Yi-Wen Hsu (tax); Ken Herlin (real estate); David Nadler (banking); and Richard Annan (competition).

The senior lenders were represented by McCarthy Tétrault LLP, with a group that included Joel Scoler, Justin Lapedus, Ana Badour, John Park and Jason McMurtrie. The subordinate lenders were represented by McCarthy Tétrault and Harvey Tanzer of Chaitons LLP in respect to intercreditor matters.