Canada Housing Trust™ No. 1’s $8.125B Public Offering
On December 21, 2006, Canada Housing Trust™ No. 1, a special purpose securitization trust, issued 3.95 per cent Canada Mortgage Bonds, Series 15 in an aggregate principal amount of $8.125 billion, which were provided with Canada’s sovereign guarantee through Canada Mortgage and Housing Corp. (CMHC).
CMHC was represented in-house by Reem Hindieh, Louise Michel and Marc-André Sirois, who were assisted by Borden Ladner Gervais LLP, special counsel to the trust, with a team that included Rosalind Morrow, Adam Segal and Emma Miller (securities and derivatives), Stephen Redican, Gus Karantzoulis and Terence Lui (banking and structured finance) and Larissa Tkachenko (tax) in Toronto, and Daniel Gendron (civil) in Montreal.

NAEP Completes IPO
North American Energy Partners Inc. (NAEP) and certain selling shareholders completed a cross-border initial public offering and a secondary offering of common shares for gross proceeds of approximately $255 million. The shares of NAEP are listed on the New York Stock Exchange and the Toronto Stock Exchange.
The offering was underwritten by a syndicate of underwriters consisting of Credit Suisse Securities (USA) LLC, UBS Securities LLC, Jeffries&Company, Inc., CIBC World Markets Corp., Simmons&Company International, Stephens Inc., Peters&Co. Limited and the Canadian affiliates of certain of the underwriters.
NAEP is one of the largest providers of mining and site preparation, piling and pipeline services in western Canada.
Borden Ladner Gervais LLP provided the external legal advice to NAEP with respect to matters of Canadian law with a team that included Frank Callaghan, Philippe Tardif, Gordon Raman, Larissa Tkachenko, Emma Miller, Terence Lui, Habeeb Syed and Kinga Grudzinski and matters with respect to US law were provided by Bracewell&Giuliani LLP with a team that included Gary Orloff, Troy Harder and Shanna Kuzdzal.

Chartwell Completes $282.5M Financing
On November 28, 2006, Chartwell Seniors Housing Real Estate Investment Trust completed a public offering of 3,676,475 trust units at a price of $13.60 per unit for aggregate gross proceeds of approximately $50 million and $125 million aggregate principal amount of 6.0 per cent convertible unsecured subordinated debentures due December 1, 2011 to a syndicate of underwriters led by RBC Dominion Securities Inc. On November 30, 2007, the underwriters exercised the over-allotment option in respect of 551,470 additional trust units at a price of $13.60 per unit for additional gross proceeds to Chartwell of approximately $7.5 million.
The transaction was notable in that the final prospectus was filed on October 31, 2006, just hours before the federal Minister of Finance announced drastic changes to the taxation of income trusts. This threw the market into turmoil and, ultimately, led to the Chartwell offering being downsized and repriced. It also led to the need to carry out an $80 million bridge financing facility with Royal Bank of Canada on a convertible debenture basis on November 9, 2006 in order to fund a previously committed acquisition, which was to have been funded from the closing of the public offering. Similarly, it was also necessary for Chartwell to complete a private placement of 7,352,941 trust units at a price of $13.60 per unit on November 30, 2006 for total gross proceeds of approximately $100 million to make up for the reduced size of the public offering. As a result of the completion of the offering of trust units and debentures, the exercise of the over-allotment option and the completion of the private placement, the aggregate gross proceeds of the financing transactions was approximately $282.5 million.
Chartwell was represented by Borden Ladner Gervais LLP with a team led by Paul A.D. Mingay and including Gordon G. Raman, Dyana McLellan, Paul A. Simon, Alexandria Sjöman (corporate/securities), Craig J. Webster and Elinore J. Richardson (tax), and Bruce Fowler and Dan McNamara (financial services).