Primary Energy Recycling Completes IPO, Notes Placement and Credit Facility

On August 24, 2005, Primary Energy Recycling Corp. completed its C$310 million initial public offering of enhanced income securities (EISs) and C$18.5 million private placement of separate subordinate notes, and entered into a new US$150 million senior credit facility. The syndicate of underwriters in the public offering was led by RBC Capital Markets and CIBC World Markets as joint bookrunners, and included Scotia Capital, BMO Nesbitt Burns, TD Securities and HSBC Securities. The separate subordinated notes were placed by RBC Capital Markets as agent, and the new US$150 million senior credit facility was arranged by RBC Capital Markets and CIBC World Markets.

Primary Energy Recycling Corp. owns a majority interest in Primary Energy Recycling Holdings LLC, an energy recycling company based in Oak Brook, Illinois. Primary Energy develops, owns and operates industrial facilities for the conversion of waste energy into electric and thermal energy for its host steel mills.

Primary Energy Recycling Corp. was represented by in-house counsel Charlotte Toerber and Craig Bennett, who managed the company's IPO as part of several connected transactions, with assistance from Patrick Belville and Karen Walther of Bell Boyd & Lloyd LLC. Torys LLP represented Primary Energy Recycling Corp. in Canada and the U-+nited States with a team that included Jamie Scarlett, Beth DeMerchant, Glen Johnson and Cynthia Sargeant (corporate, Toronto); Mark Adkins, Darien Leung, Gavin Sinclair, Craig Pell, Stephanie Weissglas, Zara Watkins, Mike Arnot and Mark Irving (corporate, New York); Buz Barclay, Andy Schifrin and Adam Sheinkin (energy and power); Gary Gartner, Bari Zahn, Joshua Wanderer, Corrado Cardarelli, Ron Nobrega and Andrea Shreeram (tax); Brad Cost and Matthew Franks (senior credit); Jeff Gracer and Shaya Berger (environmental); Karen Ayre (real estate); and Christina Medland and Nadine Côté (employment).

The underwriters were represented in Canada by Stikeman Elliott LLP with a team that included Jeffrey Singer, John Lorito, Ian Putnam and Colin Levere. Shelley Barber of Vinson & Elkins LLP represented the underwriters in the US, with Glenn Pinkerton, Thomas Smith and Tara Collins representing the senior lenders, and including Larry Nettles (environmental), Steve Angle (energy regulation) and Barry Miller and Tim Devetski (tax).