OMERS Acquires Golf Town

On September 28, 2007, OCPI Golf Inc, a company advised by OMERS Capital Partners, acquired all of the outstanding common shares and promissory notes of Golf Town Canada Inc., an indirect wholly owned subsidiary of Golf Town Income Fund. The transaction was valued at approximately $233 million, which included the repayment of approximately $19.2 million in existing indebtedness. Senior financing for the transaction was provided by The Toronto Dominion Bank, Bank of America, N.A., Canada Branch, The Bank of Nova Scotia, HSBC Bank Canada, The Manufacturers Life Insurance Company and CIT Financial Ltd. Mezzanine financing for the transaction was provided by OMERS Administration Corporation. Following the acquisition, Golf Town Income Fund paid a special distribution to unitholders and redeemed all of its outstanding trust units for total cash consideration of $17.15 per unit.
Golf Town was founded in 1998 and is now the largest golf retailer in Canada with 32 stores across the country. OMERS is one of Canada's largest pension plans, with more than $48 billion in assets invested around the world.

The OMERS Capital Partners legal team was led by its general counsel Chantal Thibault, who was assisted by Goodmans LLP. The Goodmans team included Neil Sheehy, Shevaun McGrath, Brad Ross and Greg Lemaich (corporate/securities); Jean Anderson, Vanessa Yeung, Lisa Mantello and Kyla Lamarche (banking); Carrie Smit (tax); Daniel Shapira (real estate); Joe Morrison (employment); Amalia Trister (intellectual property); and Richard Annan (competition). Daniel Hayhurst and Paul Dempsey of Gowling Lafleur Henderson LLP advised on matters relating to the Pensions Benefits Act and Evy Moskowitz of Moskowitz & Meredith LLP assisted on tax matters.

Golf Town Income Fund was represented by Cassels Brock & Blackwell LLP with a team led by Alison Manzer and Jeffrey Roy that included Alexandra Iliopoulos, Tilly Gray, Jay King, Jennifer Reed (corporate/securities), Maxwell Gotlieb (tax) and Chris Hersh (competition). Miller Thomson LLP assisted on real estate matters with a team that included Charles Schwartz and David Holmes.

The syndicate of senior lenders to OMERS was represented by Osler, Hoskin & Harcourt LLP with a team led by Michael Matheson that included Joyce Bernasek and Jeffrey Novak.
Management of Golf Town was represented by David Weinberger and Mark Fedorowycz of Stikeman Elliot LLP.