Radiant Logistics, Inc. (Radiant) through its wholly owned subsidiary, Radiant Global Logistics Ltd. (the Purchaser), acquired Wheels Group Inc. (Wheels) by way of a court approved arrangement under the Business Corporations Act (Ontario). Pursuant to the plan of arrangement, the Purchaser acquired all of the outstanding common shares of Wheels at a price of C$0.77 per common share, payable in cash and/or common shares of Radiant. The total acquisition cost was approximately C$100.0 million and includes the repayment of certain debt held by Wheels concurrent with closing.
Radiant financed the transaction through advances under (i) a new US$65.0 million senior secured revolving cross-border credit facility with Bank of America, N.A. and Bank of Montreal (replacing its exiting US$30.0 million facility), (ii) a C$29.0 million senior secured Canadian term loan from Integrated Private Debt Fund IV LP, and (iii) a US$25.0 million subordinated secured term loan from Alcentra Capital Corporation and Triangle Capital Corporation.
Bennett Jones LLP acted as counsel to Wheels, with a team led by James Clare and comprising Ian Goldberg, Russel Drew, Tiffany Canzano, Stephanie Romano and Daniel Masliyah (corporate), Mark Rasile and Simon Grant (financial services), Alan Gardner and Joseph Blinick (litigation) and Martin Sorenson (tax). Katten Muchin Rosenman LLP acted for Wheels in the United States with a team led by Mark Wood and comprising David Kravitz (corporate), Angela Batterson (financial services) and Hahn Zvi (tax).
Fox Rothschild LLP represented Radiant in the United States with a team led by Stephen Cohen and comprising Stephen Brill, Lauren Taylor, Nevena Simidjiyska (corporate) and Kevin Scott (financial services). Norton Rose Fulbright Canada LLP acted for Radiant in Canada with a team led by Richard Sutin and comprising Pierre Soulard (corporate) and Suzana Lobo, Nicole Siguoin, Ahmed Shehata and Alexander Schmitt (financial services).
Morgan, Lewis & Bockius LLP acted for Bank of America, N.A. in the United States with a team that included Christopher Exberger, Christopher Owens, Emmeline Liu and Adam Heasley. McMillan LLP acted for Bank of America, N.A. in Canada with a team that included Jeff Rogers, Stephen Eddy and Paula Bokser.
Allen McDonald LLP acted for Integrated Private Debt Fund IV LP with a team led by Jennifer Allen.
Smith, Anderson, Blount, Dorsett, Mitchell & Jernigan, L.L.P. acted for Alcentra Capital Corporation and Triangle Capital Corporation with a team led that included Anne Croteau, Bart Norman and Peter Bosman.