Trevor R. Scott*

Mergers and Acquisitions

• $1.4 billion acquisition of Whistler Blackcomb Holdings Inc. by Vail Resorts, Inc
• Acquisition of MTT Innovation Incorporated by Barco NV
• Acquisition of Contigo Systems Inc. by Vecima Networks Inc
• Acquisition of Helm Operations (E-Doc Systems Group) by ClassNK
• $139 million acquisition of Pacific Northern Gas Ltd. by Alta Gas Ltd
• $50 million issuer bid by A&W Revenue Royalties Income Fund
• Acquisition of Backstage Technologies Inc. by RealNetworks Inc
• $417 million combination of Ram Power, Inc., GTO Resources Inc., Polaris Geothermal Inc. and Western GeoPower Corp., and concurrent $180 million subscription receipt financing
• US$915 million acquisition of Aspreva Pharmaceuticals Corporation by Galenica Group
• Acquisition of Blast Radius Inc. by WPP Group
• $75 million acquisition of TIR Systems Ltd. by Philips Electronics Ltd
• Amalgamation of the Fraser Port Authority, North Fraser Port Authority and Vancouver Port Authority (as counsel to Transport Canada)
• US$580 million supported take-over of AnorMED Inc. by Genzyme Corporation (which was preceded by a supported take-over bid by Millenium Pharmaceuticals, Inc. and an unsolicited take-over bid by Genzyme Corporation – the first hostile take-over bid in the North American biotechnology industry)
• $168 million acquisition by Glacier Ventures International Corp. of publication assets of Hollinger International
• $151 million take-over of Regalito Copper Corp. by Pan Pacific Copper Co, Ltd
• US$855 million acquisition by QLT Inc. of Atrix Laboratories, Inc
• $389 million take-over of Guinor Gold Corporation by Crew Gold Corporation
• Reverse take-over by Multiactive Software Inc. of Wheat Hills Resources Inc. and related $13 million public financing
• Merger of AirIQ Inc. and eDispatch.com Wireless Data Inc
• Acquisition by NxtPhase Corporation of the APT Power Technologies Division of Vansco Electronics Ltd

Public Financings – Equity

• $57.5 million public offering of subscription receipts by Hardwoods Distribution Inc
• Three public offerings by Interfor Corporation for approximately $210 million (including a $66.3 million subscription receipt offering) (as underwriters’ counsel)
• $19.2 million secondary offering by block trade of A&W Revenue Royalties Income Fund
• $70 million secondary offering by A&W Revenue Royalties Income Fund
• $51 million secondary offering of Westport Innovations Inc. (as selling shareholder’s counsel)
• $113 million initial public offering in Canada and the U.S. (on the Toronto Stock Exchange and NASDAQ) of Aspreva Pharmaceuticals Corporation (the then largest initial public offering by a Canadian biotechnology corporation)
• Four private placement offerings by Crew Gold Corporation for approximately $389 million (including a US$150 million subscription receipt offering)
• US$100 million Canadian shelf prospectus and U.S. registration statement by AnorMED Inc
• $192 million secondary offering for Catalyst Paper Corporation (as selling shareholder’s counsel)
• $144.1 million initial public offering by Hardwoods Distribution Income Fund and the related acquisition of a Canadian and United States hardwoods distribution business for $162.8 million
• $443 million initial public offering of Alberta Newsprint Fund and the related acquisition of an interest in a paper mill (as underwriters’ counsel)
• $38 million public offering by WGI Heavy Minerals Incorporated
• $26 million secondary offering for Pacific Northern Gas Ltd
• $82 million initial public offering by The Keg Royalties Income Fund and the related acquisition of intellectual property rights for $114.2 million (as underwriters’ counsel)
• $83 million initial public offering by A&W Revenue Royalties Income Fund and the related acquisition of intellectual property rights for $153.9 million
• US$3 billion multiple securities Canadian shelf prospectus and U.S. registration statement by 360networks Inc
• US$722 million initial public offering in Canada and the U.S. (on the Toronto Stock Exchange and NASDAQ) by 360networks inc. (the then largest initial public offering by a Canadian technology company)
• Two public offerings by eDispatch.com Wireless Data Inc. for $45.3 million
• Two public offerings by AnorMED Inc. for $55.5 million (as underwriters’ counsel)
• $20 million public offering by Stressgen Biotechnologies Corporation (as underwriters’ counsel)

Public Financings – Debt

• Since 2012, 87 bond offerings by the Province of British Columbia (as agents’/underwriters’ counsel) for approximately $50.9 billion (including a CNY 3,000,000,000 ($559 million) bond offering, matching the then largest offering in Chinese Renminbi by a foreign government (November 2014), and a CNY 2,500,000,000 ($428 million) bond offering, representing the first offering by a foreign government in Chinese Renminbi and the then largest offering by a foreign issuer (November 2013)
• Four bond offerings by the First Nations Finance Authority for $376 million
• Seven bond offerings by British Columbia Ferry Services Inc. (as agents’/underwriters’ counsel) for approximately $1.5 billion (including a $250 million initial public offering and implementing a capital markets platform)
• $350 million bond offering by Arrow Lakes Power Corporation (as agents’ counsel)
• Six medium term note or bond offerings by FortisBC Inc. or related companies for $760 million
• $182 million secured bond offering by Green Timbers Limited Partnership in connection with a P3 project for the RCMP headquarters in Surrey, British Columbia
• $100 million initial debenture offering by the Vancouver Fraser Port Authority (as agents’ counsel)
• Three bond offerings by Crew Gold Corporation for $305 million
• US$172.5 million convertible senior note offering by QLT Inc
• Euro $200 million high-yield debt offering by 360networks Inc
• Two high-yield debt offerings by 360networks inc. for US$1.1 billion
• $16 million convertible bond offering by Crew Gold Corporation

Venture Capital Financings

• US$345 million venture capital financing by 360networks Inc
• US$10 million venture financing by Adzilla Inc. and implementation of exchangeable share structure
• US$7 million convertible debenture financing by NxtPhase Corporation
• US$28 million venture capital financing by NxtPhase Corporation
• $18 million venture capital financing by Protiva Biotherapeutics Inc
• $6 million bridge loan financing by NxtPhase Corporation
   

Other Notable Transactions

• The syndicate of underwriters in the US$2.25 billion bond offering by the Province of British Columbia
• $20 million asset backed credit facility for Hardwoods Distribution Inc
• $140 million syndicated credit facility for the First Nations Finance Authority and implementation of a capital markets platform
• $100 million credit facility for the First Nations Finance Authority
• $550 million commercial paper program by the City of Vancouver
• conversion of Taiga Forest Products Ltd. to a stapled unit structure having a market capitalization of $215 million (as underwriters’ counsel)
• $300 million commercial paper program by Westcoast Energy Inc
• US$8 million project facility with Standard Bank London Limited for Crew Gold Corporation
• successful defence of unsolicited take-over bid by Proprietary Industries Inc. for eDispatch.com Wireless Data Inc
• US$23 million bridge loan facility for Western GeoPower Corp
• Successful removal of existing board of directors of Crew Gold Corporation and replacement with director nominees of dissident shareholder group
• Expert witness for securities law matters in Silvercorp Metals Inc. v. Anthion Management LLC, Supreme Court of New York