On March 15, 2007 Fortis Inc. completed a public offering of 44,275,000 subscription receipts at a price of $26 each for gross proceeds of $1,151,150,000. The proceeds from the sale of the subscription receipts will be used, subsequent to obtaining all required approvals and satisfaction or waiver of applicable closing conditions, to finance the cash portion of the purchase price for the proposed acquisition by Fortis of all of the issued and outstanding shares of Terasen Inc. Each subscription receipt will entitle the holder thereof to receive, without payment of additional consideration, one common share of Fortis upon satisfaction of these conditions.
Fortis is principally a diversified, international electric utility holding company with assets exceeding $5.4 billion and annual revenues of approximately $1.5 billion.
The offering was made through a syndicate of underwriters led by CIBC World Markets Inc., Scotia Capital Inc. and TD Securities Inc., and including BMO Nesbitt Burns Inc., RBC Dominion Securities Inc., National Bank Financial Inc., Canaccord Capital Corporation, Beacon Securities Limited and HSBC Securities (Canada) Inc.
Fortis was represented in-house by Ron McCabe, general counsel and corporate secretary, and Peter Alteen, vice-president, regulatory affairs and general counsel of Newfoundland Power Inc. Davies Ward Phillips & Vineberg LLP acted as counsel for Fortis, with a team comprised of Arthur Shiff, Jim Reid, Ivana Gotzeva and Brendan Cahill (corporate and securities) and Colin Campbell and Paul Lamarre (tax). John Green, Q.C. of McInnes Cooper acted as Newfoundland and Labrador counsel to Fortis.
Stikeman Elliott LLP acted as counsel to the underwriters, with a team comprised of Joel Binder, Wendy Yu and Alan Blecher (corporate and securities); Philip Griffin in Vancouver; Nick Kangles, Kathryn Blair and Rani Wong in Calgary (regulatory); and Susan Thomson (tax).