TMX Group Limited raised $1 billion by way of a private placement of senior unsecured debentures and also renegotiated its banking facilities.
The private placement allowed TMX Group to use long term institutional funding to refinance substantial borrowings originally obtained from affiliates of certain shareholders in connection with the takeover of TMX Group Inc.
The debenture financing is one of the largest private sector financings of 2013, and achieved an A (high) DBRS credit rating.
TMX Group's debentures include a 3.253 per cent fixed rate tranche maturing in 2018, and a 4.461 per cent fixed rate tranche maturing in 2023. As well, TMX Group issued a floating rate tranche of debentures maturing in 2016, bearing interest at 0.70 per cent in excess of the three-month CDOR rate.
The net proceeds of the offering were used by TMX Group to repay indebtedness under its credit agreement. As well, that agreement was amended and restated to reflect the release of various subsidiary guarantees, as well as more favourable pricing terms and less restrictive financial covenants. As a result, TMX Group has been able to stagger the maturity of its long term indebtedness on more favourable terms with reduced borrowing costs.
The joint book-running managers of the offering were Scotia Capital Inc., BMO Nesbitt Burns Inc., CIBC World Markets Inc., National Bank Financial Inc., and TD Securities Inc. The co-managers were Desjardins Securities Inc., GMP Securities L.P., HSBC Securities (Canada) Inc., and Laurentian Bank Securities Inc.
TMX Group owns and operates the preeminent marketplaces in Canada for listings, trading of cash equities, fixed income and equity futures and options, and physical energy products, including Toronto Stock Exchange and TSX Venture Exchange.
TMX Group was advised by Fasken Martineau DuMoulin LLP with a team led by Jon Levin, and with Martin Fisher-Haydis, Alex Nikolic, Jeffrey Gebert and Nicole Park (corporate and capital markets); John Elias and Dev Singh (banking) and Mitch Thaw and Kevin Yip (tax).
Davies Ward Phillips & Vineberg LLP represented the syndicate of agents for the offering with a team of David Wilson, Scott Hyman and Gillian Muirhead (capital markets) and Paul Lamarre (tax).
Ed Gullberg of McLennan Ross LLP provided securities opinions for the Northwest Territories and Nunavut.
Gareth Howells of Macdonald & Company provided the securities opinion for the Yukon Territory.
Norm Snyder of Taylor McCaffrey LLP provided the securities advice for Manitoba.