Laidlaw Completes Cross-Border Restructure

The Chapter 11 Plan of Reorganization proposed by Burlington, Ontario-based Laidlaw Inc. and five of its subsidiary holding companies became effective on June 23, 2003, with the emergence of the newly renamed parent company, Laidlaw International, Inc. The plan had been confirmed on February 27, by the United States Bankruptcy Court for the Western District of New York. On February 28, Justice James Farley of the Ontario Superior Court of Justice declared that the U.S. confirmation order and plan would be effective in Canada. The plan, which had been approved by creditors in an earlier vote, converted approximately US$4 billion in debt into cash and stock of Laidlaw International. Approximately US$1.225 billion in exit financing proceeds was obtained by Laidlaw International in satisfaction of certain conditions to emergence under its plan of reorganization. The exit financing consisted of a US$825 million senior secured credit facility provided by a syndicate of lenders jointly arranged by Citigroup Global Markets Inc. and Credit Suisse First Boston and a US$406 million private placement of senior notes jointly managed by Citigroup Global Markets and Credit Suisse First Boston. The restructured enterprise’s new headquarters will be in Naperville, Illinois.

Laidlaw Inc. was represented in-house by Ivan Cairns, senior vice-president, general counsel and secretary, instructing in the Canadian proceedings, Jay Carfagnini, Brian Empey, Candy Schaffel, Joe Pasquariello and Melaney Wagner (insolvency), Ben Zarnett (litigation) and Stephen Halperin, Allan Goodman, Matt Angus and Samantha Traub (securities), Celia Rhea, Joel Monson and Shauna MacDougall (banking, corporate/commercial and DIP financing) and Carrie Smit and Maureen Berry (tax) of Goodmans LLP; and in the U.S. proceedings by Richard Cieri, Paul Harner, John Edwards, Jamie Wareham, James Anklam, Joseph Witalec and David Beck (insolvency and litigation) and Thomas Daniels, Lester Droller, Robert Graves, Eric Reeves, Edward Winslow and Phuong Lamthe (corporate, tax and banking) of Jones Day, and Garry Graber of Hodgson Russ LLP was local counsel for Laidlaw in Buffalo.


The bank sub-committee was represented in Canada, by David Byers (insolvency and litigation), Sharon Polan, D’Arcy Nordick and Quentin Markin (banking, corporate and securities) and Tom Vowinckel (tax) of Stikeman Elliott LLP in Toronto; and in the U.S., by Margot Schonholtz and Hilary Lane of Clifford Chance Rogers & Wells, LLP in New York. The bondholder sub-committee (a subcommittee of the largest creditor group) was represented in Canada, by Bennett Jones LLP with a team that included S. Richard Orzy, Kevin Zych, Raj Sahni, Paul Blundy, John Kousinioris and Darcy Moch; and in the U.S., by Debevoise & Plimpton with a team that included Peter Borowitz and Richard Hahn.

The syndicate of senior lenders was represented in Canada, by Linda Pieterson, Mark Rasile and Carmen Coccimiglio (banking), Jerald Wortsman and Doug Cannon (tax), James Gage (insolvency) and John Currie, Tzen Goh and Kar Soen Ho (real property) of McCarthy Tétrault LLP in Toronto, Montreal, Calgary and Vancouver; and in the U.S., by Maura O’Sullivan, Laurie Stein and Philip Liu of Shearman & Sterling LLP in New York.

The senior note purchasers were represented in Canada, by Andrew Parker of McCarthy Tétrault in New York; and in the U.S., by John Papachristos, Simon Marom and Cliff Cohn of Cahill Gordon & Reindel LLP in New York.

Ernst & Young Inc. was the monitor and information officer in the Canadian proceedings, and was represented by Derrick Tay of Ogilvy Renault. The official creditors committee was represented by Raymond Fink and John Weider of Harter Secrest & Emery LLP in Buffalo. Safety-Kleen Corporation was represented in Canada, by Joseph Marin of Fraser Milner Casgrain LLP in Toronto; and in the U.S., by Gregory St. Clair of Skadden, Arps, Slate, Meagher & Flom LLP in New York. The DIP lender, GE Capital, was represented by Scott Horner of Osler, Hoskin & Harcourt LLP in Toronto. American Home was represented by Mary Margaret Fox, and Federal Insurance and Chubb Insurance Company were represented by Craig Hill and Roger Jaipargas, all of Borden Ladner Gervais LLP.