On April 6, 2007, Homburg Invest Inc. indirectly acquired under a takeover bid 20,663,699 units of Alexis Nihon Real Estate Investment Trust, representing approximately 70 per cent of the issued and outstanding units, at a price of $18.60 in cash per unit. Together with the units owned by Homburg prior to the bid, Homburg and its affiliates now hold 25,938,238 units of Alexis Nihon, representing approximately 87 per cent of the issued and outstanding units. Once all of the units are acquired by Homburg, the total value of the transaction, including the existing debt of Alexis Nihon, will be more than $1 billion. The acquisition was financed through a credit agreement providing for $550 million senior and junior bridge loans entered into with Bank of Montreal as administrative agent.
This transaction represents the culmination of Alexis Nihon's sale process that began in December 2006 when Alexis Nihon agreed to enter into a combination agreement with Cominar Real Estate Investment Trust (Cominar) to combine the two REITs. The combination agreement was terminated in February 2007 when the board of directors of Alexis Nihon decided to change its recommendation and enter into a support agreement with Homburg. Concurrently with such termination, Homburg agreed with Cominar that, within 60 days of the successful completion of the bid, it would cause Alexis Nihon to sell certain of its industrial and office properties to Cominar for $592 million, including the assumption of debt related to those properties.
Homburg, with its head office in Halifax, owns and develops a diversified portfolio of quality real estate including office, retail, industrial and residential apartment and townhouse properties throughout Canada, the United States and Europe.
Homburg was represented by Osler, Hoskin & Harcourt LLP with a team that included Warren Katz, Max Rogan, Josée Kouri and Thierry-Olivier Keable (corporate/securities), Neil Bindman, Nicole Cloutier, Myriam Sarrazin, Mitchell Shein and Craig Harkness (real estate), Etienne Massicotte (financing), Robert Raizenne, Elaine Marchand and Didier Fréchette (tax) and Peter Glossop and Paul Winton (competition).
Alexis Nihon was represented by Fasken Martineau DuMoulin LLP with a team that included Robert Paré, Marie-Josée Neveu, Gilles Leclerc, Daniel Picotte, Paul Martel, Diane Bertrand and Jean Michel Lapierre (corporate/securities), Claude Gendron, Lise Rochette, Chloé Archambault, Elias Retsinas, Isabelle Durand, Jean Philippe Gagné, Tasha Lackman and François Brissette (real estate), Gilles Carli and Thomas Copeland (tax), Douglas New (competition), Louis Bernier (labour) and Charles Kazaz (environment).
Cominar was represented by Davies Ward Phillips and Vineberg LLP with a team that included Sylvain Cossette, Neil Kravitz and Sébastien Roy (corporate/securities), Elias Benhamou, Stefan Fews, Dominic Nadeau and Sylvie Guillemette (real estate), Alan Shragie and Fred Purkey (tax) and Hillel Rosen (competition).
Bank of Montreal was represented by Fraser Milner Casgrain LLP with a team that included Joe Palin, Neil Katz, Sébastien Vilder, Aude Godfroy, Glenn Hardie, Beth Reddin and Charles Rich (financial services).