Cominar Real Estate Investment Trust, the third largest diversified real estate investment trust in Canada and the largest commercial property owner in the Province of Québec, completed the acquisition of a real estate portfolio from Ivanhoé Cambridge Inc., the real estate subsidiary of Caisse de dépôt et placement du Québec, Sears Canada Inc. and HOOPP Realty Inc., for an aggregate purchase price of $1.35 billion. The acquired portfolio, comprising a total of approximately 5.0 million square feet of gross leasable area, consists of 10 retail properties (4.2 million square feet), three office properties (0.7 million square feet) including one property under development, and one industrial and mixed-use property (0.1 million square feet).
Concurrently with the closing of the Acquisition, Cominar completed a private placement with Ivanhoé Cambridge, pursuant to which Ivanhoé Cambridge purchased 13,158,000 trust units at $19.00 per trust unit for gross proceeds to Cominar of $250 million (the “Ivanhoé Cambridge Private Placement”).
The purchase price of the Acquisition, together with the transaction expenses, were funded through (i) a new 10-year hypothecary loan of $250 million provided by Otéra Capital, the commercial real estate financing subsidiary of La Caisse; (ii) the Ivanhoé Cambridge Private Placement; and (iii) the balance from Cominar’s unsecured revolving credit facility and cash on hand.
Cominar was represented by Michel Paquet, Senior Executive Vice President and Secretary, Amy Gauthier, Legal Counsel, Legal Affairs and Phillipe Côté, Legal Counsel, Legal Affairs, and by Davies Ward Phillips & Vineberg LLP, with a team led by Richard Cherney, Sébastien Thériault, Elias Benhamou and Sébastien Roy which included Gabriella Lombardi, Joseph Jarjour, Chrystelle Chevalier-Gagnon, Christina Sauro, Sylvie Samson and Antoine Lessard (real estate and financing); Christine Lenis and Nicolas Morin (corporate finance and securities); Michel Pelletier and Diana Lyrintzis (environment); Louise Patry (labour); Mark Katz and Jim Dinning (competition) and Fred Purkey and Marie-Emmanuelle Vaillancourt (tax).
Ivanhoé Cambridge was represented in-house by Claude Gendron, Executive Vice President, Legal Affairs and General Counsel assisted by Denis Boulianne, Vice President, Legal Affairs, Chantal Laporte, Senior Director, Legal Affairs and Assistant General Counsel and Alexandra Popa, Legal Counsel, Legal Affairs - Corporate as well as by Norton Rose Fulbright Canada LLP with a team led by Mario Caron and Francis Legault which included Miguel Manzano, Thierry Dorval, François Côté, Derek Chiasson, Louis Roy, Jean Bertrand, Sophie Perreault, Pamela Horton, Julie Paquette, Jacques Lemieux, Anna-Isabelle Morency-Botello, Marly Ochmann St-Jean, Jean-Nicolas Prévost, Michael Lieberman, Marilyne Rougeau, Catherine Tees, Vincent Filiatrault, Peter Riddell, Laurence Farmer, Renée Loiselle, Jean Piette and Marie-Andrée Thibault.
Otéra Capital was represented by Mélanie Charbonneau, Director, Legal Affairs, and by McCarthy Tétrault LLP with a team comprising James Papadimitriou, Marie-Josée Marcoux and Valérie Mac-Seing.
HOOPP was represented by Blake, Cassels & Graydon LLP with a team comprising Thomas von Hahn, Bryan Bailey and Neil Katz.
Sears Canada was represented by Franco Perugini, Associate General Counsel and Corporate Secretary.