66 Wellington St W, Suite 5300, TD Bank Twr, Toronto, ON
Year called to bar: 1996 (ON); 2004 (New York)
Partner in the firm’s Toronto office. Co-head of the firm’s National Capital Markets Practice. Practice focuses on securities and corporate law, including corporate finance (both domestic and cross-border), mergers & acquisitions, collective investment vehicles, and registration and licensing matters. Ranked Band 1 (top ranking) in Chambers Canada Capital Markets: Debt and Equity (Canada) and is recognized in Chambers Canada for corporate commercial work in Ontario. Andrew is involved in both public and private offerings for issuers, investors, and underwriters. His experience also includes advising on numerous cross-border private placements and public and private mergers & acquisitions. He has particular expertise in the area of debt capital markets in Canada. Recent transactions include acting for Summit II REIT in its inaugural debt offering; acting for the dealers in RBC’s inaugural $1.75B LRCN offering, and acting for the dealers or the issuer in inaugural LRCN offerings for BMO, CIBC, CWB, and National Bank; acting on Verizon’s $1.3B and Disney’s $1.4B maple bond offerings; and acting for issuers and dealers on numerous bank, insurance company, finance company, real estate, and other offerings. Andrew was admitted to the Ontario Bar in 1996 and the New York Bar in 2004.
On September 24th, 2019, iA Financial Corporation Inc. (iA Financial Corporation) completed a public offering of C$400m principal amount of 3.072% fixed/floating subordinated debentures due September 24, 31 (the Debentures).
On March 7, 2018, Industrial Alliance Insurance and Financial Services Inc. (iA Financial Group) completed a bought deal public offering of 2,500,000 Common Shares (the Common Shares) and a concurrent bought deal public offering of 6,000,000 Non-Cumulative 5-Year Rate Reset Class A Preferred Shares Series I (the Series I Preferred Shares).
On October 27, 2017, Toromont Industries Ltd. (Toromont) completed the largest acquisition in its history — a $1.07-billion purchase of the businesses and net operating assets of the Hewitt Group of companies (Hewitt) in exchange for cash and shares of Toromont. This was a transformative transaction for Toromont, significantly expanding its Caterpillar dealership network and market opportunities.
On October 31, 2017, Nexa Resources S.A. (formerly, VM Holding S.A.) (Nexa) and Votorantim S.A. (Votorantim) completed the initial public offering of 35,650,000 common shares (including full exercise of the over-allotment option on closing) of Nexa on the TSX and NYSE at a price of US$16.00 (C$20.69) per share for aggregate gross proceeds to Nexa and Votorantim of US$570M (C$728M).
On November 18, 2016, Kissner Holdings LP (“Kissner”) and its affiliates completed a cross-border Rule 144A/Regulation S offering of $400 million aggregate principal amount of 8.375 per cent senior secured notes due 2022 and entered into a new cross-border asset-based revolving credit facility.
On September 16, 2016, Industrial Alliance Insurance and Financial Services Inc. (“Industrial Alliance”) completed the offering of $400-million aggregate principal amount of 3.30 per cent Fixed/Floating Subordinated Debentures due September 15, 2028.
Bruce Power L.P. has established a program providing for the offering and issuance of an unlimited aggregate principal amount of senior unsecured notes. In conjunction therewith, on June 23, 2016, Bruce Power L.P. issued $600,000,000 aggregate principal amount of Series 2016-1 Senior Unsecured Notes, due June 23, 2021, and $400,000,000 aggregate principal amount of Series 2016-2 Senior Unsecured Notes, due June 23, 2026.
On March 1, 2016, Intact Financial Corporation (the Company) completed an issuance of $250 million principal amount of Series 6 medium term notes (the Notes). The Notes were offered by way of a pricing supplement to the Company’s existing base shelf prospectus and prospectus supplement, on a best efforts basis through a syndicate of dealers co-led by TD Securities Inc. and CIBC World Markets Inc. and including Scotia Capital Inc., BMO Nesbitt Burns Inc., National Bank Financial Inc., RBC Dominion Securities Inc. and Casgrain & Company Limited (collectively, the Dealers).
On March 31, 2016, Canadian Western Bank (CWB) completed a public offering of 5,600,000 non-cumulative 5-year rate reset First Preferred Shares Series 7 (Non-Viability Contingent Capital (NVCC)) (the Series 7 Preferred Shares), at a price of $25 per share to raise gross proceeds of $140 million.
On April 1, 2016, Corus Entertainment Inc. acquired the business of Shaw Media Inc. from Shaw Communications Inc. This acquisition more than doubled Corus’ size, creating a combined portfolio of brands that encompass 45 specialty television services, including leading women and lifestyle, kids, family and general entertainment brands; 15 conventional television channels; 39 radio stations; a global content business; book publishing; and a growing portfolio of digital assets.
On December 14, 2015, Guardian Assurance Limited (Guardian Assurance) completed the sale of its 19 per cent interest in E-L Financial Services Limited (ELFS), the parent company of The Empire Life Insurance Company (Empire Life), to E-L Financial Corporation Limited (E-L Financial) for $200 million. As a result of this sale, E-L Financial will own 100 per cent of ELFS, which owns 98.3 per cent of The Empire Life Insurance Company.
Molson Coors International LP, an indirect wholly-owned subsidiary of Molson Coors Brewing Company, completed the offering of $400,000,000 aggregate principal amount of 2.25 per cent Series 1 Notes due 2018 and $500,000,000 aggregate principal amount of 2.75 per cent Series 2 Notes due 2020 in a private placement offering in Canada. The offering was carried out by a syndicate of agents consisting of Merrill Lynch Canada Inc., BMO Nesbitt Burns Inc. and RBC Dominion Securities Inc.
On July 29, 2015, Bank of Montreal completed its domestic public offering of Non-Cumulative Perpetual Class B Preferred Shares, Series 35 (Non-Viability Contingent Capital (NVCC)) (Preferred Shares Series 35).
On July 2, 2015, Euronet Worldwide, Inc. a leading electronic payments provider, acquired XE.com Inc., a global leader in digital foreign exchange information.
Euronet will use approximately $60 million from its revolving credit agreement together with about 640,000 Euronet shares and an undisclosed amount of cash to complete the deal. The deal provides Euronet a large Internet presence and user base attuned to foreign currency, while Euronet offers XE breadth and depth in foreign currency products, a strong balance sheet and geographic expansion opportunities.
On July 6, 2015, Kraft Canada Inc., a subsidiary of The Kraft Heinz Company, closed its private placement of $1.0 billion aggregate principal amount of senior notes. The senior notes consisted of $300 million aggregate principal amount of 2.7 per cent Senior Notes due 2020, $200 million aggregate principal amount of Floating Rate Senior Notes due 2018 and $500 million aggregate principal amount of Floating Rate Senior Notes due 2020.
DAVIDsTEA Inc. (the Company) completed its initial public offering in the United States of 3,414,261 common shares at a price per share of US$19.00, for aggregate gross proceeds to the Company of approximately US$64.9 million (the Treasury Offering). On the same day and in connection with the Treasury Offering, certain existing shareholders of the Company also sold common shares on a secondary basis at a price per share of US$19.00, for aggregate gross proceeds to those selling shareholders of approximately US$46.6 million (together with the Treasury Offering, the Offering).
On February 23, 2015, Industrial Alliance Insurance and Financial Services Inc. (Industrial Alliance) completed the offering of $250 million aggregate principal amount of 2.64 per cent Fixed/Floating Subordinated Debentures due February 23, 2027.
Mercer International Inc., a global pulp manufacturing company listed on the NASDAQ and Toronto Stock Exchange, completed a cross-border debt offering of an aggregate of US$650-million principal amount of senior notes, consisting US$250-million principal amount of 7 per cent senior notes due 2019, and US$400-million principal amount of 7.750 per cent senior notes due 2022.
The Manufacturers Life Insurance Company (MLI) issued $500 million aggregate principal amount of subordinated debentures.
The 2.64 per cent fixed/floating subordinated debentures, which are due January 15, 2025, and are guaranteed by Manulife Financial Corporation on a subordinated basis, were offered through a syndicate of dealers co-led by RBC Capital Markets, BMO Capital Markets and TD Securities and which included CIBC World Markets Inc., Scotia Capital Inc., Merrill Lynch Canada Inc., National Bank Financial Inc., HSBC Securities (Canada) Inc., Desjardins Securities Inc., Canaccord Genuity Corp., Laurentian Bank Securities Inc. and Manulife Securities Incorporated.
The Manufacturers Life Insurance Company, a wholly-owned subsidiary of Manulife Financial Corporation, acquired the holding company of The Standard Life Assurance Company of Canada and Standard Life Investments Inc. from Standard Life plc in consideration for a payment of CAD$4 billion in cash.
Atrium Mortgage Investment Corporation closed its previously announced public offering of $35 million aggregate principal amount of 5.50 per cent convertible unsecured subordinated debentures due September 30, 2021.
BCE Inc. completed its privatization of Bell Aliant Inc. and the integration of its Atlantic Canada affiliate into BCE’s national operations, following its successful offer to purchase all of the outstanding publicly-held Bell Aliant common shares for a combination of cash and BCE common shares valued at approximately $3.95 billion.
Manulife Financial Corporation issued $200 million of Non-cumulative Rate Reset Class 1 Shares Series 11. The Preferred Shares were issued to the public at a price of $25.00 per Preferred Share and holders will be entitled to receive non-cumulative preferential quarterly dividends as and when declared by the board of directors of Manulife, to yield 4.00 per cent annually commencing on the closing date and ending on, and including, March 19, 2018.