Davies

James R. Reid

Jim Reid is a partner in the Mergers & Acquisitions, Capital Markets, Corporate/Commercial and Energy practices. He is a member of the firm's Leadership Development Committee which is responsible for leadership training for younger partners at the firm. Jim served for more than five years as Chair of the firm's Student Committee and is an Adjunct Professor at Osgoode Hall Law School. He also practised with the Corporate Finance Branch of the Ontario Securities Commission during a six-month secondment program.

Jim has had a significant role on a broad range of transactions, including the sale and acquisition of public and private companies, public offerings of equity and debt, private placements, project financings and joint ventures. He also provides advice on securities law matters to a number of major public companies on an ongoing basis.

In the energy sector, Jim has acted extensively for Fortis, the largest investor-owned distribution utility in Canada serving approximately 2.1 million gas and electricity customers, in connection with all of its significant M&A and corporate finance transactions. He also acted for Pattern Energy Group in the establishment of its joint venture with an affiliate of Samsung C&T Corporation to develop up to 2,000 MW of wind power generation projects under the Ontario Feed-in Tariff Program. Jim also acted for a syndicate of underwriters in the proposed cross-border initial public offering of Photowatt Technologies, a manufacturer and retailer of solar cells and modules. For many years, he was also lead Canadian counsel for PetroKazakhstan, a Calgary-based oil and gas company with operations in Kazakhstan.

Representative Work

  • Acted for The Royal Canadian Mint in its $600-million initial public offering of exchange-traded receipts under the Mint's new Canadian Gold Reserves program. This innovative offering was made in accordance with exemptive relief from the prospectus requirement and provides investors with direct ownership in physical gold held at the Mint's facilities.

  • Acted in Canada and the U.S. for a syndicate of underwriters led by CIBC World Markets and RBC Dominion Securities in connection with the $100 million initial public offering of WPT Industrial REIT, Canada's only REIT focused exclusively on the U.S. industrial real estate sector.

  • Acted for a syndicate of underwriters led by Canaccord Genuity and National Bank Financial in connection with a $69-million public offering of trust units of HealthLease Properties Real Estate Investment Trust, the net proceeds from which were used to partially fund the acquisition of 13 senior housing and care facilities located in North Carolina, Pennsylvania and Virginia.

  • Acting for Plazacorp Retail Properties Ltd. in its negotiated takeover bid of KEYreit for approximately $119 million, following an unsolicited takeover bid made by Huntingdon Capital Corp. for KEYreit.

  • Acted for a syndicate of underwriters led by BMO Nesbitt Burns Inc. and CIBC World Markets Inc. in connection with the $228-million initial public offering of Milestone Apartments Real Estate Investment Trust.

  • Acted for Fortis Inc. in connection with its $200 million bought deal public offering of Series J first preference shares.

  • Acted for the Royal Canadian Mint in connection with its $100 million initial public offering of exchange-traded receipts under its Canadian Silver Reserves program.

  • Acted for Fortis Inc. in its $601 million bought deal public offering of subscription receipts. The net proceeds will be used to finance a portion of the acquisition of CH Energy Group, Inc., a New York-based regulated transmission and distribution utility.

  • Acted for Russel Metals Inc. in its $300-million bought deal private placement of high yield notes due April 19, 2022.

  • Acted for a syndicate of underwriters led by Canaccord Genuity and National Bank Financial in connection with the $121-million initial public offering of HealthLease Properties Real Estate Investment Trust.

  • Acted for Algoma Power Inc., a subsidiary of FortisOntario Inc., in its private placement of $52 million of senior unsecured notes.

  • Acted as Canadian counsel for JP Morgan Securities LLC and a syndicate of investment dealers in the US$200-million private placement by Lions Gate Entertainment Inc. of secured second-priority notes due 2016.

  • Acted for Fortis Inc. in its $341-million bought deal public offering of common shares.

  • Acted for Birch Hill Equity Partners in the sale of Marsulex Inc. to Chemtrade Logistics Income Fund in a deal valued at US$419.5 million.

  • Acted for Cadillac Fairview Finance Trust, an affiliate of Ontario Teachers' Pension Plan Board, in its private placement of $600-million aggregate principal amount of Series C Debentures due 2018.

  • Acted for Cadillac Fairview Finance Trust, an affiliate of Ontario Teachers' Pension Plan Board, in its private placement of $1.25 billion principal amount of 3.24% Series A Debentures due 2016 and $750 million principal amount of 4.31% Series B Debentures due January 25, 2021.

  • Acted for underwriters BMO Nesbitt Burns Inc. and TD Securities Inc. in connection with a $362-million secondary bought deal public offering of common shares of Maple Leaf Foods Inc. by Ontario Teachers' Pension Plan Board.

  • Acted for Pattern Energy Group LP in the establishment of its joint venture with an affiliate of Samsung C&T Corporation. The joint venture was formed to develop and operate up to 2,000 MW of wind power generation projects under the Ontario Feed-in Tariff Program and Samsung's Green Energy Investment Agreement with the Government of Ontario. The Green Energy Investment Agreement represents the largest initiative of its kind in the world. Up to 600 MW of wind turbines will be supplied to the Pattern-Samsung joint venture by Siemens Canada, which has announced that it will build Ontario's first blade factory to meet this demand.

  • Acted for Fortis Inc. in its $250-million bought deal public offering of cumulative redeemable five-year rate reset first preference shares.

  • Acted for Russel Metals Inc. in its $175-million bought deal public offering of convertible debentures due 2016.

  • Acted for Fortis Inc. in its public offering of $200 million principal amount of 6.51% senior unsecured debentures.

  • Acted for Canadian Storage Partners, ULC, a member of the TKG-StorageMart group of companies, in connection with its acquisition of InStorage REIT in a deal valued at $416 million. InStorage REIT owned and operated 57 self-storage facilities in Ontario, Québec, Alberta and Saskatchewan and is a joint-venture partner with respect to four additional self-storage facilities. The acquisition required the consent of lenders holding in excess of $275-million of loans.

  • Acted for West Face Capital in its acquisition of 10.6% of the outstanding units of Jazz Air Income Fund from ACE Aviation Holdings for $97 million.

  • Acted as Canadian counsel for BMO Nesbitt Burns Inc. and a syndicate of underwriters in the proposed cross-border initial public offering of Photowatt Technologies Inc., a manufacturer and retailer of solar cells and modules.

  • Acted for Fortis Inc. in its $1.15-billion bought deal public offering of subscription receipts. The net proceeds were used to finance a portion of the acquisition of Terasen Inc. from Kinder Morgan, Inc.

  • Acted for Fortis Inc. in its acquisition of Terasen Inc., the Canadian natural gas distribution business of Kinder Morgan, Inc., in a transaction valued at $3.7 billion, creating the largest investor-owned utility in Canada. Awarded 2007 Deal Team of the Year at the inaugural Canadian Dealmakers Gala.

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Recognition

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  • Recognized as a Canadian Corporate Lawyer to Watch in the Lexpert® 2010 Guide to the Leading US/Canada Cross-border Corporate Lawyers in Canada.
  • Recognized among Lexpert®'s 2009 Rising Stars: Canada's Leading Lawyers Under 40.

Professional Affiliations

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Dean's Advisory Committee, National Centre for Business Law, University of British Columbia

Board Memberships

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Community Involvement

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Teaching Engagements

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Jim is an Adjunct Professor at Osgoode Hall Law School where he teaches the Advanced Business Law Workshop in the areas of mergers & acquisitions and corporate finance. He has also been a guest lecturer in corporate finance at the University of British Columbia.

Speaking Engagements

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Jim has spoken at conferences on topics that include private placements and securities agreements. He has also spoken at various law schools on topics relating to the practice of business law.

Articles and Publications

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Jim has written on various developments in securities law, including "Flash: Proposed Changes to the Insider Reporting Regime", "Flash: Changes to the Requirements for Certification of Financial Statements by CEOs and CFOs of Reporting Issuers", "Update on the New National Regime for Private Placements", "Recent Cases of Note in Canada and the United States" and "Aspects of Class Action Securities Litigation in the United States".

James Reid
James Reid
Partner
Office:
Toronto
Tel:
416.367.6974
Email:
jreid@dwpv.com
Bar Admissions:

Ontario, 1998

Education:

University of British Columbia, LL.B., 1996

McGill University, B.A. (Political Science), 1992