Menu Foods Income Fund Completes Private Placement

On October 31, 2003, the operating entities of the Menu Foods Income Fund closed a private placement offering for US$85 million in senior secured notes. Proceeds were used to repay existing bank and other indebtedness, to fund the purchase of P&G’s Iams canned wet pet food production assets in the South Dakota plant, and for general corporate purposes. Concurrent with the private placement, the fund’s operating entities entered into a new bank credit facility for US$30 million with its existing lenders.

The fund was represented in Canada by Goldman Sloan Nash and Haber LLP in Toronto, with a team
that included Norman Goldman, Kevin House and Patrick Westaway. Dorsey & Whitney LLP represented all the Menu entities on US matters relating to the notes, which were US law agreements, and also in the bank financing and acquisition of assets from Iams, with a team led by Steven Dickinson in Des Moines, Iowa. The borrowers were represented in Hungary by Dezso, Réti & Antall Landwell, with a team led by Zsolt Szaka and Dawie Botha.

The noteholders were represented in Canada by McCarthy Tetrault LLP, with a team that included David Woollcombe, Linda Pieterson and Mark Rasile (corporate), Jerald Wortsman (tax) John Currie (real estate); and in the US by Chapman and Cutler LLP in Chicago, with a team led by Neil Mann and Todd Matras. The noteholders and the banks were represented in Hungary by Neil Berlad and Roland Jabronka of Hayhurst Berlad Robinson.

In connection with the new bank credit facilities, the lenders were represented in Canada by Stikeman Elliot LLP, with a team that included Jennifer Legge, Orysia Semotiuk and Trent Mell; in the US by Bryan Cave LLP in Kansas City, with a team that included Christopher Fisher and Patrick Henderson.