On January 11, 2006, Livingston International Income Fund completed its acquisition of all of the assets of PBB Global Logistics Income Fund for approximately $250 million. Livingston had initially, in October 2005, launched an unsolicited takeover bid for the units of PBB. This initial offer was subsequently amended by Livingston to provide PBB unitholders with the option of tendering to the offer or depositing their units into a tax-free “merger alternative.” All participating unitholders also approved, by tendering or depositing their units, a special resolution that authorized, among other things, the merger of Livingston and PBB.
In accordance with the terms of the merger, the redemption of all of the issued and outstanding PBB units occurred on January 12, 2006, and former PBB unitholders received their Livingston units payable under the offer and merger, as applicable, shortly thereafter. PBB was subsequently delisted from the Toronto Stock Exchange.
The combined fund is expected to have a market capitalization of approximately $620 million. Living-ston also announced an increase in its regular monthly distribution by 10 per cent to $0.142 per unit, commencing with the monthly distribution expected to be declared on or after March 15, 2006. On an annualized basis, the increased monthly distribution represents $1.70 per Livingston unit.
In connection with the acquisition of the assets of PBB, Livingston also entered into a new credit facility for the purposes of the combined businesses with a syndicate of lenders, led by The Bank of Nova Scotia and Bank of Montreal, in the amount of up to $250 million for a term of five years, consisting of a revolving line of credit available for operations, capital expenditures and acquisitions as well as a term facility.
Livingston was represented by Stikeman Elliott LLP with a team that consisted of Simon Romano, Donald Belovich, Stacey Hoisak and Alethea Au (corporate and securities), Lianne Miller and David Muha (tax), Paul Collins and Debbie Salzberger (regulatory), Marie Garneau and Kelly Niebergall (banking) and Ian Putnam and Ken Pogrin (US issues).
PBB was represented by Torys LLP with a team that included Jamie Scarlett, Matthew Cockburn, Conni Gibson and Trish Randell (corporate and securities) and Corrado Cardarelli (tax).
The special committee of the Board of Trustees of PBB was represented by Mark DesLauriers and Mark Trachuk of Osler, Hoskin & Harcourt LLP.
The Bank of Nova Scotia and Bank of Montreal were represented by Joel Scoler, Seán O'Neill, Ormonde Benson, Suzanne Murphy and Ana Badour of McCarthy Tétrault LLP.
Scotia Capital acted as financial advisors to Livingston. CIBC World Markets Inc. and National Bank Financial Inc. acted as financial advisors for PBB.
In accordance with the terms of the merger, the redemption of all of the issued and outstanding PBB units occurred on January 12, 2006, and former PBB unitholders received their Livingston units payable under the offer and merger, as applicable, shortly thereafter. PBB was subsequently delisted from the Toronto Stock Exchange.
The combined fund is expected to have a market capitalization of approximately $620 million. Living-ston also announced an increase in its regular monthly distribution by 10 per cent to $0.142 per unit, commencing with the monthly distribution expected to be declared on or after March 15, 2006. On an annualized basis, the increased monthly distribution represents $1.70 per Livingston unit.
In connection with the acquisition of the assets of PBB, Livingston also entered into a new credit facility for the purposes of the combined businesses with a syndicate of lenders, led by The Bank of Nova Scotia and Bank of Montreal, in the amount of up to $250 million for a term of five years, consisting of a revolving line of credit available for operations, capital expenditures and acquisitions as well as a term facility.
Livingston was represented by Stikeman Elliott LLP with a team that consisted of Simon Romano, Donald Belovich, Stacey Hoisak and Alethea Au (corporate and securities), Lianne Miller and David Muha (tax), Paul Collins and Debbie Salzberger (regulatory), Marie Garneau and Kelly Niebergall (banking) and Ian Putnam and Ken Pogrin (US issues).
PBB was represented by Torys LLP with a team that included Jamie Scarlett, Matthew Cockburn, Conni Gibson and Trish Randell (corporate and securities) and Corrado Cardarelli (tax).
The special committee of the Board of Trustees of PBB was represented by Mark DesLauriers and Mark Trachuk of Osler, Hoskin & Harcourt LLP.
The Bank of Nova Scotia and Bank of Montreal were represented by Joel Scoler, Seán O'Neill, Ormonde Benson, Suzanne Murphy and Ana Badour of McCarthy Tétrault LLP.
Scotia Capital acted as financial advisors to Livingston. CIBC World Markets Inc. and National Bank Financial Inc. acted as financial advisors for PBB.
Lawyer(s)
Ormonde Benson