Fishing High Liner Assets Acquired

A consortium of purchasers led by Clearwater Seafoods Limited Partnership (CSLP), a subsidiary of Clearwater Seafoods Income Fund, acquired from High Liner Foods Incorporated fishing quotas for sea scallops and groundfish, and financed the acquisition by unrelated companies of the physical assets pertaining to High Liner’s seafood harvesting operations in Nova Scotia, for an aggregate purchase price of approximately $65 million. The deal closed on May 21, 2003.

The fund concurrently completed a bought deal private placement of $42 million special warrants to a syndicate of underwriters led by Scotia Capital Inc., and including TD Securities Inc., BMO Nesbitt Burns Inc. and CIBC World Markets Inc.

The transactions were financed through a combination of the proceeds of the special warrant offering and a draw on CSLP’s credit facility. That facility was increased through the participation of an expanded syndicate of lenders including The Bank of Nova Scotia, Islandsbanki hf (Iceland), TD Bank, CIBC and Bank of Montreal.

McInnes Cooper acted for CSLP in connection with the acquisition and the increased credit facility, with a team that included Greg Arsenault, Joseph Macdonald, Q.C., and Eric Durnford, Q.C. (labour) and Mike Simms. High Liner was represented by in-house counsel Claire Milton, and by Stewart McKelvey Stirling Scales with a team that included Richard Jones, Q.C., Lydia Bugden and Brent Timmons.

John Torrey of Fasken Martineau DuMoulin LLP, and Craig McCrea, Q.C., and Anthony Chapman, Q.C., of Cox Hanson O’Reilly Matheson represented the CSLP lenders. Goodmans LLP represented the fund in connection with the special warrant offering, with a team that included William Rosenfeld, Bob Vaux and Jon Northup (tax) and Krista Coburn and Thiago Kurtz. Stikeman Elliott LLP represented the underwriters, with a team that included Joel Binder, Roberta Carano and Kevin Kelly (tax) and Andrea Crum-Ewing.