Heating Oil Partners Completes $135M IPO

Heating Oil Partners Income Fund completed a $135 million initial public offering on May 22, 2002. The proceeds were used to indirectly acquire a limited partnership interest in Heating Oil Partners, L.P., which is a distributor of heating oil to both residential and commercial customers in the northeastern U.S. The syndicate of underwriters was led by CIBC World Markets Inc., and included BMO Nesbitt Burns Inc., Scotia Capital Inc., National Bank Financial Inc. and Trilon Securities Corporation. Concurrent with the closing of the offering, the limited partnership entered into a secured credit facility with a syndicate of lenders led by Fleet National Bank.

The legal team advising the limited partnership was directed by in-house counsel Dylan Remley. Torys LLP acted for the fund and the limited partnership, with a team that included Jamie Scarlett, Glen Johnson, Suh Kim, Laurie LaPalme, Amanda Roelofsen, Corrado Cardarelli and Ann Marie McGovern (tax) and Len Griffiths and Mark Adkins (environmental). David Garbus, Christopher Foster, Vickery Kehlenbeck and Ron Battaglia of Robinson & Cole LLP in Boston provided U.S. advice to the limited partnership in connection with the offering and the credit facility. Donald Rocap and David Kung of Kirkland & Ellis in Chicago advised the fund on U.S. tax matters. Dan Eisner and John Leone of Kirkland & Ellis in New York, and Nicole Rives and Richard Teller of Sullivan & Worcester LLP in Boston advised certain existing investors in the limited partnership. James Stevralia and Barbara Thomas of Hogan & Hartson LLP in New York advised the limited partnership on certain U.S. tax matters.

Goodmans LLP acted for the underwriters, with a team led by Stephen Pincus and including Mitchell Sherman and Carrie Smit (tax), William Alcamo and William Gorman. Laura Hodges Taylor (corporate), William Whitledge and Brett Goldberg (tax) and Chris Davis and Joan Tagliareni (environmental) of Goodwin Procter LLP in Boston provided U.S. advice to the underwriters.

The lenders were represented by Lawrence Bragg, III, Collin Beecroft and Dawn Horrocks of Ropes & Gray in Boston, with Canadian legal advice provided by Scott Hyman and Melanie Koszegi (corporate) and David Smith, Q.C., (tax) of Davies Ward Phillips & Vineberg LLP.