Howard Rosenoff is a partner and Head of the Banking and Real Estate Group. He also is a member of the Mergers & Acquisitions Group. With regard to banking law, he has represented both lenders and borrowers in a variety of financing transactions, including syndicated loans, project financings and asset-based financings. Insofar as project financing is concerned, he has a particular expertise in the financing of films and television programs. His corporate and commercial law practice is focused on private mergers & acquisitions, equity financings, as well as corporate restructurings. In addition, he is experienced in production and distribution matters related to audio-visual works.
On December 17, 2018, Industrial Growth Partners (“IGP”), completed the recapitalization of the Redco Group of companies (“Redco”) in partnership with Redco’s management. The financial terms of the transaction were undisclosed.
On March 15, 2019, Lightspeed POS Inc. (Lightspeed or the Company) completed its initial public offering of an aggregate of 17,250,000 subordinate voting shares (the Shares) issued from treasury for a price of $16.00 per Share for aggregate gross proceeds of $276,000,000, which includes the exercise in full by the underwriters of their over-allotment option (the Offering). The Offering was underwritten by a syndicate of underwriters co-led by BMO Nesbitt Burns Inc., National Bank Financial Inc. and J.P. Morgan Securities Inc. and included CIBC World Markets Inc., TD Securities Inc., Raymond James Ltd. and Scotia Capital Inc. (collectively, the Underwriters).
On March 20, 2018, Blue Point Capital Partners, a private equity firm managing over $1.5 billion in committed capital that focusses on investing in and growing lower middle-market companies, completed the acquisition of Spector & Co.
On September 27, 2017, Novacap and Caisse de dépôt et placement du Québec (Caisse) completed an investment in Pivotal Payments (Pivotal), a Québec business that specializes in payment processing solutions and merchant services (the Transaction). The Transaction values Pivotal at approximately $525 million.
On November 20, 2017, Rayonier Advanced Materials Inc. (Rayonier AM), a Florida-based leading global supplier of high purity cellulose, announced it had completed its friendly acquisition of Tembec Inc. (Tembec), a Québec forestry firm, for approximately US$962 million.
A group of investors led by the Dutil family (the Family Group) and composed of American Industrial Partners (AIP), Caisse de dépôt et placement du Québec (CDPQ) and Fonds de solidarité FTQ (FSTQ and, collectively with the Family Group and CDPQ, the Rollover Shareholders) successfully completed the acquisition of Canam Group Inc. (Canam), a corporation involved in the design, manufacture and sale of construction products and services for the commercial, industrial, institutional, multi-residential and infrastructure construction industries, for approximately $875 million, including the assumption of existing indebtedness.
In the culmination of a complex cross-border bankruptcy sales and auction process, on February 28, 2017, Performance Sports Group Ltd. (PSG) announced the completion of the sale of substantially all of its assets to an investor group led by Sagard Holdings Inc. (Sagard) and Fairfax Financial Holdings Limited (Fairfax) for US$575 million, subject to certain adjustments, and the assumption of related operating liabilities.
On March 31, 2017, J.C. Flowers & Co. LLC (“J.C. Flowers”) and Värde Partners completed the acquisition of CitiFinancial Canada (now Fairstone Financial Inc. (“Fairstone”)) from an affiliate of Citigroup Inc. (“Citi”).
On March 21, 2017, Canada Goose Holdings Inc. completed its initial public offering of 23 million subordinate voting shares at an initial offering price of $17.00 per share, which included the exercise in full by the underwriters of an over-allotment option to purchase up to 3 million additional subordinate voting shares, for total gross proceeds of $391 million to Canada Goose and the selling shareholders.
OMERS Private Equity (OPE), the private equity arm of OMERS, one of Canada’s largest pension funds, completed the sale of its portfolio company, Give & Go Prepared Foods Corp. (Give & Go), to an affiliate of US private-equity firm Thomas H. Lee Partners, L.P. (THL).
On February 5, 2016, Hudson’s Bay Company (HBC) closed a new global asset based loan facility with availability of up to US$1.9 billion provided by a syndicate of lenders led by Bank of America, N.A., as ABL Agent.
On September 1, 2015, Acuity Brands, Inc. (Acuity), through its wholly-owned subsidiary Acuity Brands Lighting, Inc. completed the acquisition of Distech Controls Inc. (Distech), a leading provider of building automation and energy management solutions. All of the outstanding capital stock of Distech was acquired for approximately $318 million.
BCBG Max Azria and certain of its US and Canadian subsidiaries and affiliates, entered into a second amended and restated senior secured asset-based revolving credit facility in the principal amount of US$153 million.
Nellson Nutraceutical, a portfolio company of Kohlberg & Company, L.L.C., completed its acquisition of Le Groupe Multibar Inc., a Montreal-based manufacturer of nutritional and snack bars, for an undisclosed amount.
9027173 Canada Inc., a corporation owned by Richard Verreault and Laurent Verreault, completed the purchase of GLV Inc.’s pulp & paper group for a purchase price of $67,000,000. The transaction involved a reorganization of GLV’s structure to effect a carve-out of the pulp & paper division and was completed through the acquisition of all of the shares of GL&V Canada Inc. (GL&V Pulp & Paper Group). The transaction was completed following approval by a Special Committee of GLV Inc.’s board and following approval by its shareholders.
OMERS Private Equity (OPE), the private equity investment arm of OMERS, one of Canada’s largest pension funds completed the sale of Canadian healthcare IT company Logibec Inc. to US private equity firm GI Partners. Financing was provided by Macquarie Corporate and Asset Finance Lending. The acquisition price was undisclosed.
Optimal Payments Plc completed the acquisition of all of the partnership interests of California-based payment processing entity TK Global Partners LP (doing business as Meritus Payment Solutions) for consideration of US$210 million.
Element Financial Corporation acquired the assets and operations of PHH Arval, PHH Corporation's North American fleet management services business, for a purchase price of US$1.4 billion in cash. Element also assumed PHH's obligations under the PHH fleet securitization programs in the US and Canada.