On October 3, 2016, Aritzia Inc. (“Aritzia” or the “Company”) completed its initial public offering of 25 million subordinate voting shares (the “Shares”) for a price of $16.00 per Share for aggregate gross proceeds of $400 million (the “Offering”). The Shares were sold by way of secondary offering by CanLux AB Investments One S.à r.l.(the “Berkshire Shareholder”), an investment vehicle managed by Berkshire Partners LLC, and by Atilier Holdings Inc. and AHI Holdings Inc., each of which is an entity controlled by Brian Hill, Aritzia’s Founder and Chief Executive Officer (collectively, the “Hill Shareholders”, and together with the Berkshire Shareholder, the “Selling Shareholders”).
The Offering was underwritten by a syndicate of underwriters led by CIBC World Markets Inc., Merrill Lynch Canada Inc., and TD Securities Inc. and included BMO Nesbitt Burns Inc., RBC Dominion Securities Inc., Scotia Capital Inc., Canaccord Genuity Corp., Robert W. Baird & Co. Inc., William Blair & Company, L.L.C. and Haywood Securities Inc. (the “Underwriters”).
The Selling Shareholders granted the Underwriters an over-allotment option to purchase up to an additional 3,750,000 subordinate voting shares for additional gross proceeds of $60 million, which was exercised in full by the Underwriters and closed on October 6, 2016.
The Shares were offered in each of the provinces and territories of Canada by way of a prospectus dated September 26, 2016, and in the United States on a private-placement basis pursuant to a private-placement memorandum dated September 26, 2016.
Aritzia was represented in-house by Ada San (Co-General Counsel) and Amy Frankel (Co-General Counsel).
Stikeman Elliott LLP acted as Canadian counsel to Aritzia and the Berkshire Shareholder with a team that included David McCarthy, Jonah Mann, Ramandeep Grewal, Paul Rakowski, Brandon Hoffman, Rachel Wasserman and Rolake Adeniran (securities, Toronto), Denise Duifhuis and Shona Sinclair (securities, Vancouver), John Lorito and Lindsay Gwyer (tax), Katy Pitch (executive compensation), Kris Noonan (employment, Calgary) and Howard Rosenoff (banking).
Paul, Weiss, Rifkind, Wharton & Garrison LLP acted as US counsel to Aritzia with a team that included Andrew Foley and Rebecca Vasluianu (securities).
Blake, Cassels & Graydon LLP acted as Canadian counsel to the Underwriters with a team that included Kathleen Keilty, Chris Hewat, Jamie Kariya, Evan Straight and Andrea Lejay (securities) and Kevin Zimka (tax).
Skadden, Arps, Slate, Meagher & Flom LLP acted as US counsel to the Underwriters with a team that included Riccardo Leofanti and Ryan Hickey (securities).
McCarthy Tétrault LLP acted as Canadian counsel to Brian Hill and the Hill Shareholders with a team that included Genevieve Pinto, David Woollcombe, Claire Sung, Ainslie Hurd and Cameron Belsher (securities).
The Offering was underwritten by a syndicate of underwriters led by CIBC World Markets Inc., Merrill Lynch Canada Inc., and TD Securities Inc. and included BMO Nesbitt Burns Inc., RBC Dominion Securities Inc., Scotia Capital Inc., Canaccord Genuity Corp., Robert W. Baird & Co. Inc., William Blair & Company, L.L.C. and Haywood Securities Inc. (the “Underwriters”).
The Selling Shareholders granted the Underwriters an over-allotment option to purchase up to an additional 3,750,000 subordinate voting shares for additional gross proceeds of $60 million, which was exercised in full by the Underwriters and closed on October 6, 2016.
The Shares were offered in each of the provinces and territories of Canada by way of a prospectus dated September 26, 2016, and in the United States on a private-placement basis pursuant to a private-placement memorandum dated September 26, 2016.
Aritzia was represented in-house by Ada San (Co-General Counsel) and Amy Frankel (Co-General Counsel).
Stikeman Elliott LLP acted as Canadian counsel to Aritzia and the Berkshire Shareholder with a team that included David McCarthy, Jonah Mann, Ramandeep Grewal, Paul Rakowski, Brandon Hoffman, Rachel Wasserman and Rolake Adeniran (securities, Toronto), Denise Duifhuis and Shona Sinclair (securities, Vancouver), John Lorito and Lindsay Gwyer (tax), Katy Pitch (executive compensation), Kris Noonan (employment, Calgary) and Howard Rosenoff (banking).
Paul, Weiss, Rifkind, Wharton & Garrison LLP acted as US counsel to Aritzia with a team that included Andrew Foley and Rebecca Vasluianu (securities).
Blake, Cassels & Graydon LLP acted as Canadian counsel to the Underwriters with a team that included Kathleen Keilty, Chris Hewat, Jamie Kariya, Evan Straight and Andrea Lejay (securities) and Kevin Zimka (tax).
Skadden, Arps, Slate, Meagher & Flom LLP acted as US counsel to the Underwriters with a team that included Riccardo Leofanti and Ryan Hickey (securities).
McCarthy Tétrault LLP acted as Canadian counsel to Brian Hill and the Hill Shareholders with a team that included Genevieve Pinto, David Woollcombe, Claire Sung, Ainslie Hurd and Cameron Belsher (securities).
