On June 1, 2011, Enerflex Ltd. (“Enerflex”) entered into (i) a syndicated credit agreement providing revolving credit facilities and (ii) three credit agreements providing bilateral letter of credit facilities that provide for aggregate principal commitments of $375 million. The Toronto-Dominion Bank (“TD Bank”) and The Bank of Nova Scotia (“Scotiabank”) acted as co-lead arrangers and bookrunners, TD Bank acted as administration agent and Scotiabank acted as syndication agent, in each case in connection with the syndicated revolving credit facilities. TD Bank, Scotiabank and Canadian Imperial Bank of Commerce each were lenders under the bilateral letter of credit facilities. On June 22, 2011, Enerflex completed a private placement of $90.5 million of senior unsecured notes. The private placement was conducted on a best efforts basis and co-led by TD Securities Inc. and Scotia Capital Inc.
Enerflex was represented in-house by Catherine Reyes, Senior Corporate Counsel, and by a team from Davies Ward Phillips & Vineberg LLP comprising Scott Hyman, Nicholas Williams, Sonny Bhalla, Joshua Kuretzky, Chris Vollmershausen, Michael Jemczyk (corporate/securities) and Raj Juneja (tax) in Toronto, and Gerald Shepherd, Scott Tayne, Daniela Liscio, Paul Watkins (corporate/securities) and Scott Semer (tax) in New York.
McCarthy Tétrault LLP acted as counsel to TD Bank, Scotiabank and the syndicate of lenders in connection with the syndicated revolving credit facilities with a team in Calgary comprising Dan Sears, Ira Cooper and Michael Meredith. The note purchasers were represented as to matters of Canadian law by McCarthy Tétrault LLP, with a team in Toronto that included Andrew Parker, Matthew Appleby and Barry Ryan. Chapman and Cutler LLP advised the initial purchasers as to matters of US law, with a team that included Neil Mann.