On October 3, 2016, Laurentian Bank of Canada (Laurentian Bank) announced the completion of its acquisition of the Canadian equipment financing and corporate financing activities of CIT Group Inc. (CIT), a portfolio valued at approximately $1 billion (the Acquisition). Laurentian Bank financed the Acquisition through existing balance sheet liquidity and a $155,397,660 public offering of subscription receipts, which included the proceeds of the underwriters’ over-allotment option which was exercised in full (the Subscription Receipt Offering). The Subscription Receipt Offering was underwritten by a syndicate of underwriters led by TD Securities Inc. The subscription receipts were issued on July 20, 2016, by way of a short form prospectus dated July 13, 2016. The proceeds of the Subscription Receipt Offering were held in escrow pending the closing of the Acquisition.
Following the closing of the Acquisition, the net proceeds of the Subscription Receipt Offering were released to Laurentian Bank and the subscription receipts were, in accordance with their terms, automatically settled on a one-for-one basis for common shares in the capital of Laurentian Bank.
Laurentian Bank was represented in-house by Matthew DiBattista, Senior Legal Counsel. Norton Rose Fulbright acted as counsel to Laurentian Bank through its offices in Montréal and New York. Norton Rose Fulbright’s team included Marc Duquette (Regulatory), Solomon Sananes, Eric Stevens, Jacques Lemieux, Meghan Stewart, Renée Loiselle, Lady Africa Sheppard (M&A and securities), Alain Ricard, Pierre-Olivier Tremblay (banking) and Thierry Dorval (competition) in Montréal, and Chris Hilbert, Manny Rivera and James Lacey (securities) in New York. Derek Chiasson advised on Canadian tax matters, and Michael Flamenbaum advised on US tax matters.
CIT was represented in-house by Shannon Bender, Chief Corporate Counsel. Blake, Cassels & Graydon LLP acted as counsel to CIT with a team that included Gregory Frenette, Carlos Cerqueira and Michael Elder (M&A); Chris Van Loan, Greg Kanargelidis, Casey Richardson-Scott and Zvi Halpern-Shavim (tax); Mark Selick, Christine Creighton and Adam Jackson (financial services); Navin Joneja and Kate McNeece (competition); Andrea York (employment); Kathryn Bush (benefits) and John Hutmacher and Jacqueline Kiggundu (real estate).
Fasken Martineau DuMoulin LLP acted as counsel to the underwriters with respect to the Subscription Receipt Offering, with a team that included Jean-Pierre Chamberland and Sébastien Bellefleur (securities) and Claude Jodoin (tax).