Family group takes Cara Operations Ltd. private

Date Closed: 2/25/2004

Value: $510 million

On February 25, 2004, an acquiring group comprised of principal shareholders, Gail Regan, Rosemary Phelan and Holiday Phelan-Johnson, along with Gabriel Tsampalieros, CEO, Cara, used Cara Holdings Ltd. to effect the transaction to take Cara Operations Ltd. private. The total transaction value of approximately $510 million included approximately $350 million to acquire common and class A non-voting shares of Cara not held by the acquiring group and approximately $160 million to repay outstanding medium term notes. Financing for the transaction was provided by the Bank of Nova Scotia and Scotia Capital Inc., acting as financial advisors. The independent valuation for the transaction was provided by BMO Nesbitt Burns Inc.

The Bank of Nova Scotia was represented by BLG, with a team that included Bruce Fowler, Winn Oughtred, Joanne Foot, James Mathers, Carlyn Klebuc, Gus Karantzoulis, Lee Woods and Ziad Katul in Toronto and Pierre Côté and Daniel Gendron in Montreal.