Davis + Henderson's $212M Acquisition of Filogix and $116M Offering of Subscription Receipts

On June 15, 2006, Davis + Henderson, Limited Partnership, a wholly owned business of Davis + Henderson Income Fund (TSX: DHF.UN), completed its acquisition of Filogix Holdings Inc. from Monitor Clipper Partners for approximately $212.5 million.
The acquisition was financed in part by a public offering by the fund of 6,026,000 subscription receipts for gross proceeds of approximately $116 million, underwritten by BMO Nesbitt Burns Inc., Scotia Capital Inc., RBC Dominion Securities Inc., TD Securities Inc., CIBC World Markets Inc., and National Bank Financial Inc.
The balance of the acquisition price and related transaction costs was funded through existing cash balances and by drawings under an amended and restated credit agreement established by a syndicate of lenders led by the Bank of Nova Scotia.
Davis + Henderson is Canada's leading supplier of bank cheques. Filogix is Canada's leading provider of information and transaction technologies for residential mortgage and real estate transactions. Monitor Clipper Partners is a private equity investment firm based in Massachusetts.
Torys LLP represented Davis + Henderson with a team that included Phil Mohtadi, Darren Sukonick, Suzanne Dicerni, Jim Hong, Shelley Balshine and James Scarlett (corporate); Richard Johnson and Corrado Cardarelli (tax); Mitch Frazer (pension and employment); Eric Boehm and Andrew Currier (IP); and Adam Delean and Nadine Rockman (financing).
Stikeman Elliott LLP represented Filogix and its shareholders with a team that included Martin Langlois, Timothy Chubb and Justin Parappally (M&A); Jeffrey Singer (M&A/securities); Dean Kraus and Alan Kenigsberg (tax) and Debbie Salzberger (competition).
Goodmans LLP represented the underwriting syndicate with a team that included Stephen Pincus, Neill May and Sarah Diamond (corporate/securities) and Maureen Berry and Yi-Wen Hsu (tax).
Fasken Martineau DuMoulin LLP represented the lenders with a team that included John Torrey, Thomas Meagher and David Ferris.