On February 27, 2006, Maple Leaf Heritage Investments Acquisition Corporation (Heritage) announced that it has been successful in its offer to acquire Hudson's Bay Company (HBC).
The following were tendered to Heritage's offers: 43,788,958 common shares of HBC (representing approximately 63 per cent of the issued and outstanding common shares) and $124,590,000 aggregate principal amount of the outstanding 7.5 per cent convertible unsecured subordinated debentures due December 1, 2008, of HBC (representing approximately 62 per cent of the aggregate principal amount of the outstanding debentures).
Heritage now owns 56,876,858 common shares (representing approximately 82 per cent of the issued and outstanding common shares) and $124,590,000 aggregate principal amount of debentures (representing approximately 62 per cent of the aggregate principal amount of the outstanding debentures).
Heritage intends to acquire all securities not tendered to the offers pursuant to a compulsory acquisition, subsequent acquisition transaction or subsequent debenture acquisition transaction.
Heritage was represented by Torys LLP in Canada and the US. The Torys team in Toronto included James Turner, John Emanoilidis, Cornell Wright, Peter Johnson and Shelley Balshine (corporate/securities); Peter Birkness, Bela Halasz, Vanessa Kee and Milosz Zemanek (lending); Jim Welkoff and Jennifer Sandford (tax); Don Roger, John van Gent and Renée Laliberté (real estate); Phil Mohtadi (Investment Canada); Len Griffiths and Michael Fortier (environmental); Christina Medland (employment/pension); Jay Holsten (competition); Robin Coster (intellectual property); and Blair Keefe and Sunny Sodhi (insurance regulatory). The Torys team in New York included Gary Gartner (tax) and Michael Fox and Mark Adkins (corporate).
HBC was represented by Blake, Cassels & Graydon LLP with a team that comprised Sheila Murray, David Jackson, Anoop Dogra, Steve Ashbourne, Peter Viitre, Ted Betts, Eric Moncik, Erica Young, Jason Koskela and Mark Platteel (corporate/securities); Paul Tamaki, Allan Gelkopf and Sheldon Vanderkooy (tax); Kathy Bush and Paul Dimitriadis (pensions); Michael Harquail and Ian Binnie (banking); and Calvin Goldman, Q.C., Robert Kwinter, Neil Finkelstein, Joel Richler and Jeff Galway (Investment Canada and regulatory). HBC was represented in-house by James Ingram, vice-president, secretary and general counsel.
Goodmans LLP represented the special committee of the board of directors of Hudson's Bay Company with a team that included Dale Lastman, Neill May and Richard Warren (corporate/securities).
Osler, Hoskin & Harcourt LLP represented Wells Fargo Retail Finance and ABN AMRO/LaSalle Business Credit, as lenders, with a team that comprised Scott Horner, Rodney Davidge, Keith Lau, Tim Meadowcroft, Mark Rasile and Laurie Shieff (financial services).
The following were tendered to Heritage's offers: 43,788,958 common shares of HBC (representing approximately 63 per cent of the issued and outstanding common shares) and $124,590,000 aggregate principal amount of the outstanding 7.5 per cent convertible unsecured subordinated debentures due December 1, 2008, of HBC (representing approximately 62 per cent of the aggregate principal amount of the outstanding debentures).
Heritage now owns 56,876,858 common shares (representing approximately 82 per cent of the issued and outstanding common shares) and $124,590,000 aggregate principal amount of debentures (representing approximately 62 per cent of the aggregate principal amount of the outstanding debentures).
Heritage intends to acquire all securities not tendered to the offers pursuant to a compulsory acquisition, subsequent acquisition transaction or subsequent debenture acquisition transaction.
Heritage was represented by Torys LLP in Canada and the US. The Torys team in Toronto included James Turner, John Emanoilidis, Cornell Wright, Peter Johnson and Shelley Balshine (corporate/securities); Peter Birkness, Bela Halasz, Vanessa Kee and Milosz Zemanek (lending); Jim Welkoff and Jennifer Sandford (tax); Don Roger, John van Gent and Renée Laliberté (real estate); Phil Mohtadi (Investment Canada); Len Griffiths and Michael Fortier (environmental); Christina Medland (employment/pension); Jay Holsten (competition); Robin Coster (intellectual property); and Blair Keefe and Sunny Sodhi (insurance regulatory). The Torys team in New York included Gary Gartner (tax) and Michael Fox and Mark Adkins (corporate).
HBC was represented by Blake, Cassels & Graydon LLP with a team that comprised Sheila Murray, David Jackson, Anoop Dogra, Steve Ashbourne, Peter Viitre, Ted Betts, Eric Moncik, Erica Young, Jason Koskela and Mark Platteel (corporate/securities); Paul Tamaki, Allan Gelkopf and Sheldon Vanderkooy (tax); Kathy Bush and Paul Dimitriadis (pensions); Michael Harquail and Ian Binnie (banking); and Calvin Goldman, Q.C., Robert Kwinter, Neil Finkelstein, Joel Richler and Jeff Galway (Investment Canada and regulatory). HBC was represented in-house by James Ingram, vice-president, secretary and general counsel.
Goodmans LLP represented the special committee of the board of directors of Hudson's Bay Company with a team that included Dale Lastman, Neill May and Richard Warren (corporate/securities).
Osler, Hoskin & Harcourt LLP represented Wells Fargo Retail Finance and ABN AMRO/LaSalle Business Credit, as lenders, with a team that comprised Scott Horner, Rodney Davidge, Keith Lau, Tim Meadowcroft, Mark Rasile and Laurie Shieff (financial services).
