Davies

James R. Reid

Jim Reid is a partner in the Capital Markets, Mergers & Acquisitions, Corporate/Commercial and Energy practices.  He has extensive experience on a broad range of transactions, including public offerings of equity and debt and the sale and acquisition of public and private companies, with a particular focus on the real estate and energy sectors.

In the real estate sector Jim has led a number of innovative cross-border REIT initial public offerings, including the first IPO in the world of a qualifying U.S. REIT by a non-U.S. entity.  He also advised one of North America’s largest owners of commercial real estate in the structuring of a finance trust through which it has issued $2.6 billion in debt securities.  Jim’s M&A experience in the real estate sector includes acting for the successful acquirors of KEYreit and InStorage REIT. 

In the energy sector Jim has acted extensively for Fortis, the largest investor-owned utility in Canada, in connection with all of its significant M&A and capital markets transactions.  He also advised Pattern Energy in the establishment of its joint venture with Samsung to develop up to 2,000 MW of wind power projects under the Ontario Feed-in Tariff Program and Samsung’s agreement with the Government of Ontario, the largest initiative of its kind in the world. 

Jim’s recent Capital Markets work also includes advising the Royal Canadian Mint on the design and initial public offering of its novel exchange-traded gold and silver receipts.

Representative Work

  • Acted for a syndicate of underwriters led by BMO Nesbitt Burns Inc. and CIBC World Markets Inc. in connection with the $69.1-million bought deal public offering of trust units of Milestone Apartments Real Estate Investment Trust.

  • Acted in Canada and the U.S. for a syndicate of underwriters led by RBC Dominion Securities and CIBC World Markets in connection with a US$32-million bought deal public offering of trust units of WPT Industrial REIT, the net proceeds from which will be used to partially fund the acquisition of two industrial properties in the U.S.

  • Acted for the Special Committee of InnVest Real Estate Investment Trust in connection with the request of Orange Capital, LLC for a special meeting of unitholders and the settlement entered into among InnVest, Orange Capital and certain other unitholders.

  • Acting as counsel to Fortis Inc. in connection with the financing of its US$4.3-billion acquisition of UNS Energy Corporation which includes a cash purchase price of US$2.5 billion. Davies is advising Fortis on its $2.0-billion non-revolving acquisition term credit facilities and its $1.8-billion offering of convertible subordinated debentures represented by instalment receipts. The offering consisted of a bought deal public offering of approximately $1.6 billion and a concurrent private placement of approximately $200 million.

  • Acted for a syndicate of underwriters led by BMO Capital Markets in connection with HealthLease Properties Real Estate Investment Trust's bought deal public offering of $50-million aggregate principal amount of 5.75% convertible unsecured subordinated debentures due November 30, 2018.

  • Acted for Fortis Inc. in connection with its $250-million bought deal public offering of series K first preference shares.

  • Acted for a syndicate of underwriters led by BMO Nesbitt Burns and Canaccord Genuity in connection with a $69-million public offering of trust units of HealthLease Properties Real Estate Investment Trust, the net proceeds from which will be used to partially fund the acquisition of senior housing and care facilities in the United States and Canada.

  • 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 $114 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.

  • Acted for Plazacorp Retail Properties Ltd. in its negotiated takeover bid of KEYreit for approximately $119 million and graduation from the TSX Venture Exchange to the Toronto Stock Exchange. Plazacorp's bid for KEYreit defeated an unsolicited takeover bid for KEYreit by Huntingdon Capital Corp.

  • 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, the first IPO in the world of a qualifying U.S. REIT by a non-U.S. entity.

  • 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 were 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 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 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.

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Recognition

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  • Recognized as a repeatedly recommended practitioner in the area of Corporate Finance & Securities by The Canadian Legal Lexpert® Directory.
  • 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 R. 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