ING Group Completes $2.2B Secondary Offering of ING Canada Shares

On February 19, 2009 Amsterdam-based financial services company ING Groep N.V. completed the sale of its entire 70 per cent stake in ING Canada Inc. through a public offering and a concurrent private placement of common shares of ING Canada for gross aggregate proceeds of $2.2 billion. The public offering was made through a syndicate of underwriters led by CIBC World Markets Inc. and TD Securities Inc. CIBC World Markets and Goldman, Sachs & Co. were the co-lead agents on the concurrent private placement. The offering was the largest non-government secondary offering and included the largest bought deal in Canadian history.

ING Group was represented in-house by Gifford Carter, deputy general counsel, ING Americas. Davies Ward Phillips & Vineberg LLP acted as counsel for ING Group, with a team comprised of Shawn McReynolds, Gillian Stacey and Robert Murphy (corporate/securities) and Ian Crosbie (tax).
ING Canada's legal team was led by Françoise Guénette, senior vice president, corporate & legal services and secretary, and included Chantal Denommée, Audrey Lachance, Suzanne Langlois and Karine Iskandar of ING Canada's legal department. McMillan LLP acted as counsel to ING Canada in connection with the transaction. The McMillan team was led by Sean Farrell and included Margaret McNee, Ted Scott, Robert McDermott, Kim Poster, Sharon Groom and Wendy Chun. Fasken Martineau DuMoulin LLP provided advice to ING Canada with respect to corporate and regulatory matters, transitional service arrangements with ING Group and a rebranding program with a team comprised of Robert McDowell and Marvin Mikhail (corporate and regulatory); Aaron Atkinson (corporate); Andrew Nunes (information technology) and May Cheng and Leanne Shaughnessy.

Stikeman Elliott LLP acted as counsel to both the underwriters and the agents, with a team comprised of Jeffrey Singer, Donald Belovich and David Pickwoad (corporate/securities) and Brian Rose and Stuart Carruthers (regulatory).