Legacy Hotels REIT Completes Refinancings and Debenture Repayment

On December 15, 2003, Legacy Hotels Real Estate Investment Trust completed a refinancing consisting of mortgage and bank financings and repayment of debentures. The REIT entered into seven mortgage financings with a Canadian financial institution for aggregate gross proceeds of $322 million. The REIT granted mortgages on the Fairmont Waterfront in Vancouver, the Fairmont Hotel Macdonald in Edmonton, Delta Toronto East, Fairmont Château Laurier in Ottawa, Fairmont The Queen Elizabeth in Montreal, Delta Centre-Ville in Montreal, and Delta Halifax. The proceeds were used to repay the maturing amounts of the REIT’s series 2A and 3 debentures and the redemption price of its series 1C, 1D and 2B debentures that had been called for redemption.

The REIT entered into an additional mortgage financing with a second financial institution for $13 million. As part of the refinancing, the REIT also entered into a $90 million secured credit facility. This new facility replaced the REIT’s existing facility and is secured by other REIT properties.

The REIT was represented by in-house counsel Terence Badour, Tom Griffiths and Sari Diamond; and assisted by Blake, Cassels & Graydon LLP, with a team that included Eric Spindler and Jim Hilton, and Joan Kennedy, Dorothy Wahl, David O’Brien, Silvana D’Alimonte, Ted Perlmutter, John Hutmacher, Iris Tam, Pierre Crichton and Stephanie Simmons (real estate), Michael Harquail and Nathan Cheifetz (financial services), Frank Arnone, Anoop Dogra, Alex Chmel and Jason Koskela (corporate/securities) in Toronto, Jeffrey Merrick and Greg Umbach (real estate) in Vancouver, Richard Dawson and Katherine Harrison (real estate) and Pat Finnerty (securities) in Calgary, Norm Saibil, Stephanie Grondin and Stéphane Lalande (financial/real estate) and Michael Bantey (securities) in Montreal and Don Greenfield (real estate) in Ottawa. Blakes retained the services of Boris de Jonge, Bernie Miller and Janet MacNeil of McInnes Cooper regarding Nova Scotia and New Brunswick matters, respectively; James Travers, QC, of Stewart McKelvey Stirling Scales regarding PEI matters; John McGoey of Pitblado regarding Manitoba matters; and James Sproule of McKercher McKercher & Whitmore regarding Saskatchewan matters.

The principal mortgage lender was represented by Gowling Lafleur Henderson LLP, with a team that included Mark Brennan, Susan Redmayne, Katherine Latimer, Susan Rosen, Enzo Sallese, Merle Rosenhek, Alan Dean and Faithe Holder (real estate), Carl Turner, Peter Schneider and William Van Horne (corporate), Todd May (securities) and Natalie Zinman (labour) in Toronto, Phillip Marshall and Jonathan Jones (real estate) in Vancouver, Andrew Oppenheim and Garth Anderson (real estate) in Calgary, and David Kierans and Alain Lalonde (real estate) and Thierry Carrière (labour) in Montreal. Gowlings retained the services of Douglas Osborn of MacPherson Leslie & Tyerman LLP regarding Saskatchewan matters; David Marshall of Taylor McCaffrey LLP regarding Manitoba matters; Charles Reagh and Ian Sutherland of Stewart McKelvey Stirling Scales regarding Nova Scotia matters; John Pollabauer of Stewart McKelvey Stirling Scales regarding New Brunswick matters; and Barbara Smith of Stewart McKelvey Stirling Scales regarding PEI matters.

The credit facility lenders were represented by Osler, Hoskin & Harcourt LLP, with a team that included Michael Matheson, Dale Seymour and Stacy Swartz (financial services) and Shelley Munro (commercial property) in Toronto and Sherri Fountain in Calgary.

The second mortgage lender was represented by Fasken Martineau DuMoulin LLP, with a team that included Marc Généreux, Isabelle Durand and Stéphanie Beauregard in Montreal, Douglas Grundy and Paul King in Toronto and David Field and Cory Exner in Calgary.