Chartwell Seniors Housing Completes Public Offering and Entry into the US

On May 9, 2006, Chartwell Seniors Housing Real Estate Investment Trust (the REIT) completed a public offering of 13,310,000 trust units at a price of $13.90 per unit for gross proceeds of $185,009,000. The offering was completed on a bought-deal basis and was underwritten by a syndicate of underwriters led by RBC Dominion Securities Inc. The proceeds of the offering will be used to fund certain acquisitions of seniors housing facilities in the US, Ontario, Quebec and British Columbia, to fund mezzanine loans to Spectrum Seniors Housing Development LP, to fund facility expansion projects and to repay indebtedness outstanding under the REIT’s operating facility. The REIT was represented by Borden Ladner Gervais LLP on the offering with a team led by Paul Mingay that included Gordon Raman, Dyana Janes and Paul Simon (corporate/securities) and Craig Webster (tax).

Bell Aliant Regional Communications Income Fund is Formed; BCE Completes Spin-off of Interest in Bell Aliant Regional Communications Income Fund to Shareholders

On July 7, 2006, BCE, Bell Canada and Aliant formed Bell Aliant Regional Communications Income Fund, the largest business trust in Canada with an enterprise value of approximately $10 billion. As part of the transaction, Bell Canada’s wireline telecommunications operations in its regional territories in Ontario and Quebec were combined with Aliant’s wireline telecommunications operations in Atlantic Canada, its information technology operation and other operations, to form the operating business of the fund, and the fund acquired BCE’s 63.4 per cent indirect interest in Télébec, Limited Partnership and NorthernTel, Limited Partnership, which is exchangeable for a 63.4 per cent interest in the Bell Nordiq Income Fund. In addition, Bell Canada acquired Aliant Mobility’s wireless operations and Aliant’s DownEast Communications retail outlets. Approximately $1.25 billion of Bell Canada debt was effectively transferred to the fund.
In connection with this transaction, Bell Canada and the fund entered into a series of outsourcing and commercial agreements, pursuant to which Bell Canada will provide services to support the operations of the fund in Ontario and Quebec, and the fund will provide services to support Bell Canada’s wireless operations in Atlantic Canada. The fund’s telecommunications operations extend through the four Atlantic provinces and Ontario and Quebec, with more than 3.4 million local access lines and more than 400,000 high-speed Internet subscribers on a consolidated basis. On July 7, 2006, an operating subsidiary of the fund also entered into a $3.5 billion credit facility with a syndicate of financial institutions co-led by The Bank of Nova Scotia and Royal Bank of Canada. On July 10, 2006, BCE completed a plan of arrangement pursuant to which it distributed an approximate 28.8 per cent interest in the fund to its shareholders. Borden Ladner Gervais LLP acted for the co-lead arrangers and the syndicate of lenders that provided the new $3.5 billion credit facilities, with a team comprised of Joanne Foot, Kenneth Atlas and Will Wallace.

Pope & Talbot Completes $325M Refinancing

On June 28, 2006, Pope&Talbot Ltd. completed a refinancing of its existing debt. The new syndicated credit facility was arranged by Lehman Brothers Inc., with Lehman Commercial Paper Inc acting as syndication agent, Wells Fargo Financial Corporation Canada acting as administration agent, and Ableco Finance LLC acting as collateral agent. The credit facility is made up of a $75 million operating facility and a $250 million term facility, which paid out the existing syndicated credit facilities led by The Toronto-Dominion Bank and a receivables purchase arrangement with The Toronto-Dominion Bank, as well as provided for increased operating funds. Pope&Talbot Ltd. was represented in Canada by Borden Ladner Gervais LLP in Vancouver, with a team led by Don Bird and including Tim Sehmer, Ken Anderson and Martha Bruce (lending); Mark Lewis (real estate); Bruce Sinclair (tax); Debra Sing (pension); Carleigh Whitman (environmental) and Steven McKoen (securities), and assisted in Toronto by Stephen Redican.

Columbia National Investments Acquires Development Lands from A.J.B. Investments

On June 22, 2006, Columbia National Investments Ltd. acquired from A.J.B. Investments Ltd. a total of 3,285 acres of land on the Sunshine Coast of British Columbia for mixed residential development and mineral and timber extraction. The purchase price was $32 million. The acreage is in three differeAndernt locations, with 2,174 acres near Sechelt, 803 acres at McNabb Creek and 309 acres at Seaside Park in the Port Mellon area. A.J.B. Investments Ltd. was represented by David Longcroft and Magnus Verbrugge of Borden Ladner Gervais LLP.