ING Canada Inc. completed its initial public offering of 40,112,000 common shares at an offering price of $26 per share for gross proceeds of $1.04 billion on December 15, 2004 and on January 13, 2005 (in respect of the over-allotment option exercised by the underwriters).
The transaction is the largest IPO in Canadian history for a non-SEC registered company. ING Canada used the proceeds from the offering to fund the acquisition of Allianz of Canada, Inc. (including the repayment of bank debt used to fund the acquisition) and for general corporate purposes. ING Canada’s principal insurance products are automobile, property and liability insurance, which it provides primarily to individuals and small to medium-sized businesses through its insurance subsidiaries across Canada.
ING Canada and ING Groep NV, ING Canada’s parent company, were represented in Canada by Fasken Martineau DuMoulin LLP, under the direction of Françoise Guénette, senior vice-president, corporate and legal services, and secretary of ING Canada, with a team that included Richard Steinberg, Georges Dubé, Jeffrey Klam and Jamie Pennell (corporate/securities), Robert McDowell, Robert Elliott and Stephen Kerr (corporate/financial institutions), Kathleen Hanly (tax) and Aaron Atkinson (corporate). In the US, ING Canada and ING Groep were represented by Sullivan & Cromwell LLP with a team that included Andrew Soussloff, Peter Gyr, Anatoliy Bizhko and Myriam Gauthier (corporate/financial institutions/securities).
The underwriting syndicate was co-led by Merrill Lynch Canada Inc. and CIBC World Markets Inc. and included BMO Nesbitt Burns Inc., RBC Dominion Securities Inc., Scotia Capital Inc., TD Securities Inc., UBS Securities Canada Inc., National Bank Financial Inc. and HSBC Securities (Canada) Inc.
The underwriters were represented in Canada by Torys LLP with a team that comprised Karen Malatest, Glen Johnson, Ryan Barry and Jason Brooks (corporate/securities) and Blair Keefe (corporate/financial institutions); and in the US by Skadden, Arps, Slate, Meagher & Flom LLP with a team that comprised Christopher Morgan, Riccardo Leofanti, Eric Spindel and Karen Papadopoulos (corporate/securities), Eric Sensenbrenner (tax) and Susan Sutherland (corporate/insurance).