Canadian Western Bank Completes Offerings of $209.75M

On March 2, 2009, Canadian Western Bank completed a public offering, on a bought deal basis, of approximately 2.6 million preferred units for gross proceeds of $65 million and a concurrent private placement of 5.4 million preferred units for gross proceeds of $135 million. Each preferred unit in the public offering consisted of one non-cumulative 5-year rate reset preferred share, series 3 in the capital of the bank with an issue price of $25.00 per share to yield initially 7.25 per cent per annum (the preferred share), and 1.78 common share purchase warrants (the warrants). Each preferred unit in the concurrent private placement consisted of one preferred share, and 1.7857 warrants.

Each warrant entitles the holder thereof to purchase one common share of the bank at a price of $14.00. The public offering was underwritten by a syndicate of underwriters led by Genuity Capital Markets and which included National Bank Financial Inc., Cormark Securities Inc., GMP Securities L.P., and Desjardins Securities Inc. The private placement was completed on an agency basis through Genuity Capital Markets.

On March 12, 2009, the bank issued an additional 390,000 preferred units for gross proceeds of $9.75 million as a result of the underwriters exercising their full over-allotment option under the public offering. Total gross proceeds from the private offering, the public offering and the exercise of the over-allotment option were $209.75 million.

Canadian Western Bank was represented in-house by Gail Harding, QC, senior vice president, general counsel and corporate secretary and assisted by Andrew Parker, Barry Ryan and Beatriz Orrantia (business law); and Gabrielle Richards (tax) of McCarthy Tétrault LLP.

The underwriters and the agent were represented by Heather Zordel, Joan Beck and Brian Koscak (securities) and Christopher Norton (tax) of Cassels Brock & Blackwell LLP.

Torys LLP represented Fairfax Financial Holdings Limited, certain pension fund clients of Alberta Investment Management Corporation (AIMCO) and subscribers under the private placement, working with AIMCO's general counsel, Carole Hunt. Torys' team included David Chaikof and Thomas Yeo (securities) and Blair Keefe and Sunny Sodhi (regulatory).