Real Estate and Development:
Lead counsel to Knightstone Hotel Group Inc. and Knightstone Capital Management Inc. (“Knightstone“), through an affiliated entity, on its strategic investment in and partnership with Drake Hotel Properties (“Drake“) in the Drake Devonshire Inn and Drake Motor Inn situated on the shores of Lake Ontario in the Town of Wellington in historic Prince Edward County, Ontario within proximity of local, award-winning wineries and Ontario’s renowned Sandbanks Provincial Park. The transaction included negotiating project refinancing and loan facility with Canadian Western Bank and negotiation of hotel management and related operational agreements between the new ownership group and Drake who continues to manage and operate the hotels. Knightstone’s executive team has extensive experience in the hospitality industry across Canada and the United States with the stated mandate to invest in, acquire and own hotels in strong hospitality markets with distinct locational advantages and strong brand identities. Working with the best-in-class brands and management companies, Knightstone works to optimize each property by providing exceptional spaces and service offerings that enhance the guest experience.
Lead counsel to Knightstone Capital Management Inc. (“Knightstone”) through an affiliated entity, on its acquisition of the Sheraton Gateway Hotel located in Terminal 3 of Toronto Pearson International Airport (the “Hotel”) from an affiliate of Marriott International Inc. (NASDAQ: MAR) (“Marriott”) for approximately $130 million and in connection with Knightstone’s $100 million securitized loan facility with Royal Bank of Canada – CMBS and its negotiation of hotel management and related operational agreements with Marriott
Lead counsel to Amherstburg Land Holdings Limited, a Canadian subsidiary of Honeywell International Inc., in its sale of portions of its 600 acre former site of an industrial chemical plant in Amherstburg, Ontario including negotiation and registration of restrictive covenants
Lead counsel to Honeywell Bryan Donkin Gas Technologies Inc., a Canadian subsidiary of Honeywell International Inc., in its sale of its former manufacturing site located in Woodstock, Ontario including negotiation and registration of restrictive covenants
Lead counsel to Sienna Senior Living Inc. (TSE: SIA) in its $9.8 Million acquisition of The Rosewood Retirement Residence in Kingston, Ontario, a 68 Suite independent and assisted living facility, and $21 Million acquisition of The Retirement Suites of Kawartha Lakes, Bobcaygeon, Ontario, a 94 Suite independent and assisted living facility
Lead counsel to joint venture of prominent real estate investors and developers in its acquisition of Cherry Hill Shopping Centre located at Tower Street South, Fergus, Ontario from major Canadian REIT
Lead counsel to Com Dev Ltd., a Canadian subsidiary of Honeywell International Inc., in connection with its manufacturing premises located in Cambridge, Ontario including negotiation and registration of restrictive covenants
Lead counsel to Sperian Fall Protection Canada Limited, an Ontario subsidiary of Honeywell International Inc., in connection with its sale of an industrial site in Trenton, Ontario including negotiation and registration of restrictive covenants
Lead counsel to private owner in sale of 21 unit residential apartment building located on Broadview Avenue, Toronto
Lead counsel to Greey Esplanade Limited in its $60 Million sale of 56 The Esplanade, Toronto, Ontario, built in 1903 and comprised of renovated and retrofitted 76,112 square feet of Class I office and retail space to Allied Properties REIT
Lead counsel to Talon International Inc. (Alex Shnaider), developer of the Trump International Hotel & Tower, Toronto, Ontario and its subsequent restructuring and rebranding
Lead counsel to Skyline Investments Inc. (TLV: SKLN) in its $20 Million first mortgage re-financing of Horseshoe Valley Resort, Barrie, Ontario with Meridian Credit Union Limited
Lead counsel to Shoppers Realty Inc. and Loblaw Companies Limited in $40.9 Million sale and lease-back of portfolio of 5 retail and distribution sites (394,000 square feet of gross leasable area) across Canada to Choice Properties REIT
Lead counsel to Shoppers Realty Inc. and Loblaw Companies Limited in $117.3 Million sale and lease-back of portfolio of 10 retail and distribution sites (681,000 square feet of gross leasable area) across Canada to Choice Properties REIT
Lead counsel to the Liquor Control Board of Ontario (LCBO) in its $260 million sale to and lease back from a joint venture among Menkes Developments and Greystone Managed Investments, with Triovest Realty Advisors acting as advisor to Greystone, of its head office lands, centrally located in downtown Toronto, following an open and competitive procurement process managed by Infrastructure Ontario
Real estate counsel to publicly listed Skyline International Development Inc. (Gil Blutrich) in its $43.2 million bond offering in Israel secured against the historic Deerhurst Resort, Muskoka, Ontario (excluding development lands)
Lead counsel to private ownership group comprised of Skyline International Development Inc. (Gil Blutrich), Midland Development Inc. (Alex Shnaider), Dundee Realty Inc. and Serruya Realty Group in their sale of the iconic downtown Toronto hotel, OMNI King Edward Hotel to OMNI Hotels & Resorts headquartered in Dallas, Texas
Lead counsel to Knightstone Capital Management, a private developer and operator, in its acquisition of the Primrose Best Western Hotel located in Downtown Toronto from Arsandco Investments Ltd
Lead counsel to Skyline International Development Inc. (Gil Blutrich) in its acquisition and financing of historic Deerhurst Resort, Muskoka, Ontario
Lead counsel to private ownership group comprised of Skyline International Development Inc. (Gil Blutrich), Midland Development Inc. (Alex Shnaider), Dundee Realty Inc. and Serruya Realty Group in their acquisition and financing of iconic downtown Toronto hotel, Le Meridien King Edward Hotel
Lead counsel to Honeywell International Inc. in its acquisition of 600 acre former site of an industrial chemical plant in Amherstburg, Ontario
Lead counsel to publicly listed Pure Industrial Real Estate Investment Trust in its $360 million acquisition and financing (including mortgage assumptions) of a portfolio of 59 industrial tenanted properties in Ontario from GE Canada Real Estate Equity indirectly through Slate Properties Inc.
Advised publicly listed Pure Industrial Real Estate Investment Trust in its $70 million acquisition and financing (including mortgage assumptions) of a portfolio of 16 industrial tenanted properties in Alberta and Ontario from Canadian Urban Limited
Acted on behalf of Toronto Economic Development Corporation as landlord in $28.5 million ground lease construction financing of Toronto Filmport project with GE Canada
Represented private borrower in $70 million cross-border financing of portfolio of industrial properties with Wells Fargo
Lead counsel to The Azrieli Foundation in its $98.8 million acquisition of Airport Corporate Centre Real Estate Portfolio from GE Canada Real Estate
Acted on hundreds of real estate purchase and sale transactions having an aggregate value of over $3 billion
Acted on behalf of private borrowers in over $1 billion in acquisition, mezzanine and construction financing
Represented private borrower in $180 million cross-border syndicated loan financing of a portfolio of Canadian industrial properties with Bank of America
Represented private borrower in $80 million cross-border financing of a portfolio of Canadian industrial properties with MassMutual Life Insurance Company
Represented IGRI Inc. in connection with its $61 million sale of a portfolio of industrial and commercial properties to IGRI Industrial Fund
Acted for Giffels Management Limited in its acquisition, assembly, financing, development, construction, lease-up and sale of $68 million state-of-the-art 600,000 sq.ft. national industrial distribution and logistics centre
Acted for Giffels Management in its $30 million purchase of industrial lands from Ontario Realty Corporation
Acted for private owners in their sale of Blue Springs (Acton, Ontario) and Kanata Lakes (Ottawa, Ontario) Golf and Country Clubs to ClubLink Corporation
Lead counsel to private owners in separate sales of $45 million, $22.5 million and $10.5 million shopping centres
Corporate/M&A:
Lead counsel of a diversified full-service legal team representing the founders of Merrithew International Inc. (“Merrithew“), Lindsay and Moira Merrithew and their holding company, in their partial divesture of a majority stake in Merrithew to and partnership with leading Canadian private-equity investor group, ONCAP IV, the $1.1 billion private equity fund/platform of Onex Corporation (TSX:ONEX). Merrithew is a global leader in mindful movement as one of the largest developers, manufacturers and retailers of Pilates equipment, accessories, content and education worldwide. Merrithew’s innovative education and certification programs for fitness instructors operate under several global brands including STOTT PILATES®, ZEN•GA®, Total Barre®, Halo® Training, Merrithew Fascial Movement, and CORE™ Athletic Conditioning and Performance Training™. Founded by Lindsay and Moira Merrithew in 1988 and headquartered in Toronto, Ontario, Merrithew has trained more than 60,000 instructors and partners worldwide since inception.
Lead counsel to Amvic Inc. (“Amvic“) and its founder, Victor Amend, in connection with its sale to Foam Holdings, a Wynnchurch Capital, L.P. portfolio company. Amvic, a founder-led business built on decades of product innovation and the strongest reputation for quality and service, headquartered in Toronto, Ontario, is an industry-leading manufacturer of expanded polystyrene (“EPS”) insulated concrete forms, radiant heat flooring and other construction and insulation products, as well as geofoam used in the residential and commercial construction and infrastructure markets. Amvic specializes in producing innovative and cost-effective products for the building envelope industry out of its facilities in Ontario and Calgary.
Lead counsel to Honeywell International Inc. (NYSE:HON) in its $455 million acquisition by way of a plan of arrangement of COM DEV International Ltd. (TSX:CDV), a leading satellite and space components provider of switches and multiplexers, headquartered in Cambridge, Ontario
Acted for Ingenium Group Inc./Ingenium Constructors Inc., an employee-owned international integrated professional architectural, engineering, consulting, design-build and partnership solutions provider headquartered in Toronto, Ontario, in its sale of its construction arm, Giffels Westpro, and related assets and projects located in British Columbia, Alberta, Ontario and Quebec, to Pomerleau Inc., one of Canada’s leading construction firms headquartered in Quebec, increasing Pomerleau’s project backlog by over $200 million
Lead counsel of full-service legal team to founders of private Canadian telecommunications company on the restructuring and sale of its assets to one of Canada’s largest national telecommunications providers
Lead counsel to Caledon Propane Inc. and its founder, Hugh D. Sutherland, a family-owned propane distributor serving residential and commercial customers in Ontario and Manitoba, in its $8 million sale of its propane business to Superior Plus Corp, Canada’s largest propane distribution company.
Lead counsel to Ingenium International Inc., an employee-owned international integrated professional architectural, engineering, consulting, design-build and partnership solutions provider headquartered in Toronto, Ontario in its disposition of NORR Group Consultants Limited, its professional architectural, engineering, planning and project management services arm for the Middle East and North African region
Acted for Ingenium International Inc., an employee-owned international integrated professional architectural, engineering, consulting, design-build and partnership solutions provider headquartered in Toronto, Ontario, in its acquisition of Environetics Design Inc., an integrated practice of architects, engineers and interior designers with offices in Philadelphia and Malvern, PA, USA
Lead counsel to Ingenium Group Inc. in its sale of Giffels (Engineering Division) to IBI Group
Lead counsel to Ingenium Group Inc. in its acquisition of consulting firms Coulter Building Consultants Ltd.
Lead counsel to Ingenium Group Inc. in its acquisition of consulting firms Stonefield Development Consultants
Lead counsel to Giffels Management Limited in its sale of its asset, property and development management business to IG Realty Investments Inc. and IG Realty Advisors Inc.
Securities and Mining:
Acted on behalf of Pele Mountain Resources Inc., a TSX-V listed junior mining exploration company in connection with a reverse take-over transaction with Bhang Inc., an award-winning international brand of cannabis, hemp-derived CBD and terpene consumer products. The reverse take-over was completed in July 2019 and the resultant company continued as Bhang Inc. and was listed on the Canadian Stock Exchange.
Lead counsel to Honeywell International Inc. (NYSE:HON) in its $455 million acquisition by way of a plan of arrangement of COM DEV International Ltd. (TSX:CDV), a leading satellite and space components provider of switches and multiplexers, headquartered in Cambridge, Ontario
Acted for Boulevard Industrial Real Estate Investment Trust (TSX V: BVD) in connection with its disposition by way of a plan of arrangement to PRO Real Estate Investment Trust pursuant to which PROREIT acquired 100% of the issued and outstanding trust units and debentures of Boulevard
Lead counsel to Boulevard Industrial Real Estate Investment Trust in its formation, financing and listing on TSX-V as a new industrial REIT and in providing continuing securities, governance and real estate acquisition and financing transaction advice
Lead counsel on $11.5M Initial Public Offering and TSX Listing of First Nickel Inc. (TSX: FNI) and $20 million Convertible Note Offering
Acted on $16 million Initial Public Offering and TSX-V listing of Amazon Mining Inc. (TSX-V: AMZ)
Acted on over $20 million in flow-through and hard dollar private placement financings for Pele Mountain Resources Inc. (TSX-V: GEM)
Represented issuers in over $250 million in public and private equity financings
Acted for owners in sale of gold mine and purchase of nickel mine
Negotiated option and joint venture agreements with the world’s leading diamond (DeBeers), gold (Goldcorp) and nickel (Falconbridge) producers
