FIRSTSERVICE CORPORATION | ||
Date: May 28, 2014 | /s/ John B. Friedrichsen | |
Name: John B. Friedrichsen | ||
Title: Senior Vice President and Chief Financial Officer |
Exhibit | Description of Exhibit |
99.1
|
Press release dated May 28, 2014
|
99.2 |
Second Amendment to Sixth Amended and Restated Credit Agreement
|
EXHIBIT 99.1
TORONTO, May 28, 2014 (GLOBE NEWSWIRE) -- FirstService Corporation (Nasdaq:FSRV) (TSX:FSV) today announced that it has increased its revolving credit facility to $500 million from $350 million. The $150 million increase was substantially oversubscribed by its syndicate of banks including TD Bank, J.P Morgan Chase Bank, Bank of Montreal, Bank of Nova Scotia, HSBC Bank Canada, Bank of America, US Bank, Canadian Imperial Bank of Commerce, National Bank of Canada and The Royal Bank of Canada.
The increased facility will be utilized for general corporate purposes and otherwise all terms and conditions remained unchanged.
"This substantial increase in our revolver will provide greater flexibility and financial capacity to fund our growth objectives and complements the long-term debt capital of $150 million raised privately in January of last year," said John B. Friedrichsen, Senior Vice President & CFO. "We are delighted with the support we have received from our lenders and the confidence they have in our long-term strategy of creating value for our shareholders," he added.
"Securing $150 million of additional debt capital is a strong endorsement of FirstService and our financial strength, diversification, and historical track record of success," said Jay S. Hennick, Founder & CEO. "This increase together with our ambitious, but disciplined growth strategy, proven business model, and focus on global real estate services, will allow us to continue to deliver strong returns for our shareholders in the future as we have done since becoming a public company in 1993," he concluded.
ABOUT FIRSTSERVICE CORPORATION
FirstService Corporation is a global leader in the rapidly growing real estate services sector, one of the largest markets in the world. FirstService manages more than 2.5 billion square feet of residential and commercial properties through its three industry-leading service platforms: Colliers International - one of the largest global players in commercial real estate services; FirstService Residential - North America's largest manager of residential communities; and FirstService Brands - one of North America's largest providers of essential property services delivered through individually branded franchise systems and company-owned operations.
FirstService generates more than US$2.3 billion in annual revenues and has more than 24,000 employees world-wide. With significant insider ownership and an experienced management team, FirstService has a long-term track record of creating value and superior returns for shareholders since becoming a publically listed company in 1993. The common shares of FirstService trade on the NASDAQ under the symbol "FSRV" and on the Toronto Stock Exchange under the symbol "FSV". More information is available at www.firstservice.com.
FORWARD-LOOKING STATEMENTS
Certain statements included in this release contain words such as "could", "expects", "expectations", "may", "anticipates", "believes", "intends", "estimates" and "plans" (and similar expressions) and constitute "forward-looking statements" within the meaning of applicable securities law. These statements are based on FirstService's current expectations, estimates, forecasts and projections about the operating environment, economies and markets in which FirstService and its subsidiaries operate. Such forward-looking statements involve known and unknown risks, uncertainties and other factors which are difficult to predict and may cause the actual results, performance or achievements of FirstService, or outcomes or results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors include, among others, the following: general economic and business conditions which will, among other things, impact demand for the FirstService's services, service industry conditions and capacity and the cost of providing services; the ability of FirstService to implement its business strategy, including FirstService's ability to acquire suitable acquisition candidates on acceptable terms and successfully integrate newly acquired businesses with its existing businesses; changes in or the failure to comply with government regulations (especially safety and environmental laws and regulations); and other factors which are described in FirstService's filings with the U.S. Securities and Exchange Commission and Canadian regulatory authorities. These statements, although considered reasonable by FirstService at the date of this press release, may prove to be inaccurate and consequently FirstService's actual results could differ materially from its expectations as set out or implied in this release. Unless otherwise required by applicable securities laws, FirstService disclaims any intention or obligation to update or revise any forward-looking statements.
CONTACT: COMPANY CONTACTS: Jay S. Hennick Founder & CEO FirstService Corporation (416) 960-9500 John B. Friedrichsen Senior Vice President & CFO FirstService Corporation (416) 960-9500
1
|
Amendment
|
(a)
|
Section 1.1 of the Agreement is hereby amended as follows:
|
(i)
|
By deleting the definition of “Canadian Revolving Facility Commitment” in its entirety and replacing it with the following:
|
(ii)
|
By deleting the definition of “Participation” in its entirety and replacing it with the following:
|
(iii)
|
By deletion the definition of “Shareholders’ Equity” in its entirety and replacing it with the following:
|
(iv)
|
By deleting the definition of “Total Canadian Commitments” in its entirety and replacing it with the following:
|
(v)
|
By deleting the definition of “Total Commitments” in its entirety and replacing it with the following:
|
(vi)
|
By deleting the definition of “Total U.S. Commitments” in its entirety and replacing it with the following:
|
(vii)
|
By deleting the definition of “U.S. Revolving Facility Commitment” in its entirety and replacing it with the following:
|
(viii)
|
By deleting the definition of “U.S. Swingline Commitment” in its entirety and replacing it with the following:
|
(ix)
|
By deleting the definitions of “Incremental Commitment”, Incremental Facility”, “Incremental Lender” and “Lender’s Incremental Commitment”.
|
(b)
|
Section 2.14 of the Agreement is amended by deleting it in its entirety and replacing it with the following:
|
(c)
|
Section 8.4(a)(iii) of the Agreement is amended by deleting it in its entirety and replacing it with the following:
|
(A)
|
US$270,000,000; plus
|
|
(B)
|
the amount equal to the sum of 50% of the Consolidated Earnings for each Fiscal Year of the Canadian Borrower commencing with the Fiscal Year ending December 31, 2013 (but only if the Consolidated Earnings for such Fiscal Year is a positive number); plus
|
|
(C)
|
100% of the net proceeds received by the Canadian Borrower from a sale of its capital stock (whether or not made pursuant to a public offering) or a capital contribution or other equity injection of any kind, in each case made after January 16, 2013 but only if the aggregate net proceeds from all such sales, capital contributions and equity injections exceeds US$10,000,000, provided that the net proceeds of any sale of a debt security that is convertible into or exchangeable for capital stock of the Canadian Borrower, or a debt security that is issued with a warrant or other instrument to purchase capital stock of the Canadian Borrower, shall not be required to be added pursuant to this clause (C) unless and until such debt security is converted into or exchanged for, or such warrant or other instrument is exercised for, capital stock of the Canadian Borrower.”
|
(d)
|
Schedule “L” to the Agreement is hereby amended by deleting same in its entirety and substituting therefor Schedule “L” annexed as Exhibit “A” to this Amendment.
|
2
|
Lenders’ Acknowledgment
|
(a)
|
Notwithstanding the Participations referenced in the signature pages of all Lenders under the Agreement in accordance with the definition of Participation (prior to its amendment hereto), the Participations of each of the Lenders shall be as referenced and adjusted (in accordance with, and as permitted by, the Agreement) in Schedule “L” to the Agreement (as amended by this Amendment and annexed hereto as Exhibit “A”).
|
(b)
|
(i)
|
Subject to Section 2(b)(ii) of this Amendment, no adjustments will be made to Advances by way of Libor Loans or Bankers' Acceptances that are outstanding as of the date of this Amendment to reflect the revised Commitments of the Lenders that result from this Amendment; and
|
(ii)
|
If and to the extent that any Advance by way of a Libor Loan or a Bankers' Acceptance that is outstanding as of the date of this Amendment is subsequently rolled over as a new Advance by way of a Libor Loan or a Bankers' Acceptance or converted to another form of Advance, each applicable Lender shall fund such new Libor Loan or Bankers' Acceptances or other form of Advance, as applicable, based on such Lender’s revised Commitment that results from this Amendment.
|
3
|
Borrowers’ Acknowledgment
|
4
|
Reaffirmation of Obligations
|
(a)
|
reaffirms its obligations under the Agreement; and
|
(b)
|
confirms that its obligations remain in full force and effect with respect to the Agreement,
|
5
|
Reaffirmation of Representations and Warranties
|
(a)
|
there exists no Default or Event of Default under the Agreement; and
|
(b)
|
its representations and warranties contained in Article VIII of the Agreement are true and correct as of such dates, except to the extent any such representation or warranty is stated to relate solely to an earlier date, in which case such representation or warranty shall be true and correct on and as of such earlier date.
|
6
|
No Other Amendment
|
(a)
|
no additional amendment of any other term, condition, covenant, agreement or any other aspect of the Agreement is intended or implied; and
|
(b)
|
except for the specific period of time and circumstances covered by this agreement, no other aspect of the covenants referred to herein is amended, including without limitation for any other period or circumstance, and no such amendment is intended or implied.
|
7
|
Conditions to Effectiveness
|
(a)
|
delivery to the Collateral Agent of five (5) originally executed copies of this Amendment, dated the Amendment Date, as executed by the Borrowers, the Guarantors the Administrative Agents and the Lenders;
|
(b)
|
the Collateral Agent having received consent from the Lenders and any other consents necessary in connection with this Amendment;
|
(c)
|
the Collateral Agent having received such other certificates, documentation and opinions as the Collateral Agent may request, acting reasonably; and
|
(d)
|
the Collateral Agent being satisfied that all representations and warranties contained in Article VIII of the Agreement shall remain true and accurate following the Amendment.
|
8
|
Guarantors’ Acknowledgement
|
9
|
Security
|
10
|
No Novation
|
11
|
Expenses
|
12
|
Benefit of Agreement
|
13
|
Further Assurances
|
14
|
Counterparts
|
15
|
Governing Law
|
FIRSTSERVICE CORPORATION,
as Canadian Borrower
|
FIRSTSERVICE (USA), INC.,
as a U.S. Borrower
|
|||||
Per:
|
/s/ John B. Friedrichsen
|
Per:
|
/s/ John B. Friedrichsen
|
|||
Name: |
John B. Friedrichsen
|
Name: |
John B. Friedrichsen
|
|||
Title: |
Senior Vice President and Chief Financial Officer
|
Title: |
Secretary
|
|||
I have the authority to bind the Corporation
|
BRANDPOINT SERVICES, INC.,
an Ontario Corporation, as an Unlimited Guarantor
|
2156593 ONTARIO LIMITED,
as an Unlimited Guarantor
|
|||||
Per:
|
/s/ John B. Friedrichsen
|
Per:
|
/s/ John B. Friedrichsen
|
|||
Name: |
John B. Friedrichsen
|
Name: |
John B. Friedrichsen
|
|||
Title: |
Authorized Signor
|
Title: |
Chief Financial Officer
|
|||
I have the authority to bind the Corporation
|
I have the authority to bind the Corporation
|
FIRSTSERVICE RESIDENTIAL ALBERTA LTD.,
as an Unlimited Guarantor
|
FIRSTSERVICE RESIDENTIAL MANAGEMENT CANADA INC.,
as an Unlimited Guarantor
|
|||||
Per:
|
/s/ John B. Friedrichsen
|
Per:
|
/s/ John B. Friedrichsen
|
|||
Name: |
John B. Friedrichsen
|
Name: |
John B. Friedrichsen
|
|||
Title: |
Authorized Signor
|
Title: |
Director
|
|||
I have the authority to bind the Corporation
|
I have the authority to bind the Corporation
|
FS PROPERTY SERVICES INC.,
as an Unlimited Guarantor
|
|||
Per:
|
/s/ John B. Friedrichsen
|
||
Name: |
John B. Friedrichsen
|
||
Title: |
Treasurer
|
||
I have the authority to bind the Corporation
|
FIRSTSERVICE ADMINISTRATION GP,
as Guarantor
|
||||||
FFI PREMIUMS, INC.,
|
||||||
as Guarantor
|
By: | 2156593 Ontario Limited, | ||||
its Partner
|
||||||
Per:
|
/s/ John B. Friedrichsen
|
Per:
|
/s/ John B. Friedrichsen
|
|||
Name: |
John B. Friedrichsen
|
Name: |
John B. Friedrichsen
|
|||
Title: |
Authorized Signor
|
Title: |
Chief Financial Officer
|
|||
I have the authority to bind the Corporation
|
I have the authority to bind the Corporation
|
FIRSTSERVICE CAM HOLDINGS, INC.,
as Guarantor
|
FIRSTSERVICE DELAWARE CAM, INC.,
as Guarantor
|
|||||
Per:
|
/s/ John B. Friedrichsen
|
Per:
|
/s/ John B. Friedrichsen
|
|||
Name: |
John B. Friedrichsen
|
Name: |
John B. Friedrichsen
|
|||
Title: |
Secretary
|
Title: |
Secretary
|
|||
I have the authority to bind the Corporation
|
I have the authority to bind the Corporation
|
FIRSTSERVICE FINANCIAL, INC.,
as Guarantor
|
SERVICE AMERICA ENTERPRISE, INC.,
as Guarantor
|
|||||
Per:
|
/s/ John B. Friedrichsen
|
Per:
|
/s/ John B. Friedrichsen
|
|||
Name: |
John B. Friedrichsen
|
Name: |
John B. Friedrichsen
|
|||
Title: |
Authorized Signor
|
Title: |
Authorized Signor
|
|||
I have the authority to bind the Corporation
|
I have the authority to bind the Corporation
|
FS PROPERTY SERVICES (U.S.) INC.,
as Guarantor
|
FS INSURANCE BROKERS, INC.,
as Guarantor
|
|||||
Per:
|
/s/ John B. Friedrichsen
|
Per:
|
/s/ John B. Friedrichsen
|
|||
Name: |
John B. Friedrichsen
|
Name: |
John B. Friedrichsen
|
|||
Title: |
Treasurer
|
Title: |
Authorized Signor
|
|||
I have the authority to bind the Corporation
|
I have the authority to bind the Corporation
|
FS INSURANCE BROKERS OF NEW YORK, LLC,
as Guarantor
|
|||
Per:
|
/s/ John B. Friedrichsen
|
||
Name: |
John B. Friedrichsen
|
||
Title: |
Authorized Signor
|
||
I have the authority to bind the Corporation
|
CERTA PRO PAINTERS LTD.,
as an Unlimited Guarantor
|
TELELINK SERVICES INC.,
as an Unlimited Guarantor
|
|||||
Per:
|
/s/ John B. Friedrichsen
|
Per:
|
/s/ John B. Friedrichsen
|
|||
Name: |
John B. Friedrichsen
|
Name: |
John B. Friedrichsen
|
|||
Title: |
Authorized Signor
|
Title: |
Authorized Signor
|
|||
I have the authority to bind the Corporation
|
I have the authority to bind the Corporation
|
FS BRANDS CANADA, INC.,
as an Unlimited Guarantor
|
|||
Per:
|
/s/ John B. Friedrichsen
|
||
Name: |
John B. Friedrichsen
|
||
Title: |
Authorized Signor
|
||
I have the authority to bind the Corporation
|
THE TORONTO-DOMINION BANK,
as Collateral Agent
|
|||
Per:
|
/s/ Wayne M. Shiplo
|
||
Name: |
Wayne M. Shiplo
|
||
Title: |
Vice President Loan Syndications
|
THE TORONTO-DOMINION BANK,
as Canadian Administration Agent
|
|||
Per:
|
/s/ Wayne M. Shiplo
|
||
Name: |
Wayne M. Shiplo
|
||
Title: |
Vice President Loan Syndications
|
TORONTO-DOMINION (TEXAS) LLC,
as U.S. Administration Agent
|
|||
Per:
|
/s/ Alice Mare
|
||
Name: |
Alice Mare
|
||
Title: |
Authorized Signatory
|
CANADIAN LENDER | COMMITMENT | ||
THE TORONTO-DOMINION BANK | Total Commitments: | US$59,150,000 | |
(Pro-rata for all | |||
Canadian Facilities) | |||
Participation for all | |||
Canadian Facilities: | 15.1667% |
Per:
|
/s/ Tim Thomas
|
|||
Name: |
Tim Thomas
|
|||
Tel: |
416 307-3869
|
|||
Fax: |
416 944-5164
|
|||
Email: |
tim.thomas@tdsecurities.com
|
|||
Address: |
66 Wellington Street West, 8th Floor
TD Tower
Toronto, ON M5K 1A2
|
Per:
|
/s/ Richard Robarts
|
|||
Name: |
Richard Robarts
|
|||
Tel: |
416 307-7900
|
|||
Fax: |
416 308-4481
|
|||
Email: |
richard.robarts@tdsecurities.com
|
|||
Address: |
66 Wellington Street West, 10th Floor
TD Tower
Toronto, ON M5K 1A2
|
CANADIAN LENDER | COMMITMENT | ||
JPMORGAN CHASE BANK, N.A., | Total Commitments: | US$32,500,000 | |
TORONTO BRANCH | (Pro-rata for all | ||
Canadian Facilities) | |||
Participation for all | |||
Canadian Facilities: | 8.3333% |
Per:
|
/s/ Jeffrey Coleman
|
|||
Name: |
Jeffrey Coleman
|
|||
Tel: |
416-981-2327
|
|||
Fax: |
416-981-9278
|
|||
Email: |
jeffrey.s.coleman@jpmorgan.com
|
|||
Address: |
Royal Bank Plaza, South Tower
200 Bay Street, Suite 1800
Toronto, Ontario, M5J 2J2
|
CANADIAN LENDER | COMMITMENT | ||
BANK OF MONTREAL | Total Commitments: | US$39,000,000 | |
(Pro-rata for all | |||
Canadian Facilities) | |||
Participation for all | |||
Canadian Facilities: | 10.0000% |
Per:
|
/s/ Sean P. Gallaway
|
|||
Name: |
Sean P. Gallaway
|
|||
Tel: |
(416) 359-6830
|
|||
Fax: |
(416) 359-7796
|
|||
Email: |
sean.gallaway@bmo.com
|
|||
Address: |
100 King St., West, 4th Floor
Toronto, ON M5X 1H3
|
CANADIAN LENDER | COMMITMENT | ||
HSBC BANK CANADA | Total Commitments: | US$39,000,000 | |
(Pro-rata for all | |||
Canadian Facilities) | |||
Participation for all | |||
Canadian Facilities: | 10.0000% |
Per:
|
/s/ Jesse MacMasters
|
|||
Name: |
Jesse MacMasters
|
|||
Tel: |
416-868-8194
|
|||
Fax: |
416-350-1248
|
|||
Email: |
Jesse_MacMasters@hsbc.ca
|
|||
Address: | 70 York Street, 4th Floor, Toronto, ON, M5J 1S9 |
Per:
|
/s/ Andrew Sclater
|
|||
Name: |
Andrew Sclater
|
|||
Tel: |
416-868-8074
|
|||
Fax: |
416-350-1248
|
|||
Email: |
andrew.r.sclater@hsbc.ca
|
|||
Address: |
70 York Street, 4th Floor, Toronto, ON, M5J 1S9
|
CANADIAN LENDER | COMMITMENT | ||
THE BANK OF NOVA SCOTIA | Total Commitments: | US$39,000,000 | |
(Pro-rata for all | |||
Canadian Facilities) | |||
Participation for all | |||
Canadian Facilities: | 10.0000% |
Per:
|
/s/ Steve Holyman
|
|||
Name: |
Steve Holyman
|
|||
Tel: |
416.866.6418
|
|||
Fax: |
416.866.2010
|
|||
Email: |
steve.holyman@scotiabank.com
|
|||
Address: |
40 King Street West, Scotia Plaza, 62nd Floor
Toronto, ON, M5W 2X6
|
Per:
|
/s/ Katherine Hogg
|
|||
Name: |
Katherine Hogg
|
|||
Tel: |
416.607.0004
|
|||
Fax: |
416.866.2010
|
|||
Email: |
Katherine.hogg@scotiabank.com
|
|||
Address: |
40 King Street West, Scotia Plaza, 62nd Floor
Toronto, ON, M5W 2X6
|
CANADIAN LENDER | COMMITMENT | ||
BANK OF AMERICA, N.A., | Total Commitments: | US$35,100,000 | |
CANADA BRANCH | (Pro-rata for all | ||
Canadian Facilities) | |||
Participation for all | |||
Canadian Facilities: | 9.0000% |
Per:
|
/s/ Jason Hoogenboom
|
|||
Name: |
Jason Hoogenboom
|
|||
Tel: |
416-369-3972
|
|||
Fax: |
416-369-8148
|
|||
Email: |
jason.hoogenboom@baml.com
|
|||
Address: |
181 Bay Street, Suite 400
Toronto, ON, M5J 2V8, Canada
|
CANADIAN LENDER | COMMITMENT | ||
CANADIAN IMPERIAL | Total Commitments: | US$33,150,000 | |
BANK OF COMMERCE | (Pro-rata for all | ||
Canadian Facilities) | |||
Participation for all | |||
Canadian Facilities: | 8.5000% |
Per:
|
/s/ Jordan Spellman
|
|||
Name: |
Jordan Spellman, Director
|
|||
Tel:
|
|
|||
Fax:
|
|
|||
Address:
|
Per:
|
/s/ Steve Nishimura
|
|||
Name: |
Steve Nishimura, Managing Director
|
|||
Tel:
|
|
|||
Fax:
|
|
|||
Address:
|
CANADIAN LENDER | COMMITMENT | ||
NATIONAL BANK OF CANADA | Total Commitments: | US$33,150,000 | |
(Pro-rata for all | |||
Canadian Facilities) | |||
Participation for all | |||
Canadian Facilities: | 8.5000% |
Per:
|
/s/ Richard Lo
|
|||
Name: |
Richard Lo
|
|||
Tel: |
416-507-9200
|
|||
Fax: |
416-869-6545
|
|||
Email: |
richard.lo@nbc.ca
|
|||
Address: |
The Exchange Tower
130 King Street W., Suite 3200
Toronto ON M5X 1J9
|
Per:
|
/s/ David Torrey
|
|||
Name: |
David Torrey
|
|||
Tel: |
416-869-6550
|
|||
Fax: |
416-869-6545
|
|||
Email: |
david.torrey@nbc.ca
|
|||
Address: |
The Exchange Tower
130 King Street W., Suite 3200
Toronto ON M5X 1J9
|
CANADIAN LENDER | COMMITMENT | ||
U.S. BANK NATIONAL ASSOCIATION | Total Commitments: | US$33,150,000 | |
CANADA BRANCH | (Pro-rata for all | ||
Canadian Facilities) | |||
Participation for all | |||
Canadian Facilities: | 8.5000% |
Per:
|
/s/ Joseph Rauhala
|
|||
Name: |
Joseph Rauhala, Principal Officer
|
|||
Tel: |
416-306-3507
|
|||
Fax: |
416-306-3545
|
|||
Email: |
joseph.rauhala@usbank.com
|
|||
Address: |
Suite 2300, 120 Adelaide St. West
Toronto, ON, M5H 1T1
|
CANADIAN LENDER | COMMITMENT | ||
ROYAL BANK OF CANADA | Total Commitments: | US$31,200,000 | |
(Pro-rata for all | |||
Canadian Facilities) | |||
Participation for all | |||
Canadian Facilities: | 8.0000% |
Per:
|
/s/ Michael G. Wang
|
|||
Name: |
Michael Wang
|
|||
Tel: |
416-842-9877
|
|||
Fax: |
416-842-4090
|
|||
Email: |
Michael.wang@rbccm.com
|
|||
Address:
|
|
CANADIAN LENDER | COMMITMENT | ||
BANKUNITED N.A. | Total Commitments: | US$15,600,000 | |
(Pro-rata for all | |||
Canadian Facilities) | |||
Participation for all | |||
Canadian Facilities: | 4.0000% |
Per:
|
/s/ Charles J. Klenk
|
|||
Name: |
Charles J. Klenk
|
|||
Tel: |
305.698.4113
|
|||
Fax: |
305.818.1364
|
|||
Email: |
cklenk@bankunited.com
|
|||
Address: |
7765 NW 148th Street
|
U.S. LENDER | COMMITMENT | ||
TORONTO DOMINION | Total Commitments: | US$5,850,000 | |
(TEXAS) LLC | (Pro-rata for all U.S. | ||
Facilities) | |||
Participation for all | |||
U.S. Facilities: | 5.3182% |
Per:
|
/s/ Alice Mare
|
|||
Name: |
Alice Mare, Authorized Signatory
|
|||
Tel:
|
||||
Fax:
|
||||
Email:
|
||||
Address:
|
U.S. LENDER | COMMITMENT | ||
JPMORGAN CHASE BANK, N.A. | Total Commitments: | US$20,000,000 | |
(Pro-rata for all U.S. | |||
Facilities) | |||
Participation for all | |||
U.S. Facilities: | 18.1818% |
Per:
|
/s/ Jeffrey Coleman
|
|||
Name: |
Jeffrey Coleman
|
|||
Tel: |
416-981-2327
|
|||
Fax: |
416-981-9278
|
|||
Email: |
jeffrey.s.coleman@jpmorgan.com
|
|||
Address: |
Royal Bank Plaza, South Tower
200 Bay Street, Suite 1800
Toronto, Ontario, M5J 2J2
|
U.S. LENDER | COMMITMENT | ||
BANK OF MONTREAL | Total Commitments: | US$11,000,000 | |
CHICAGO BRANCH | (Pro-rata for all | ||
U.S. Facilities) | |||
Participation for all | |||
U.S. Facilities: | 10.0000% |
Per:
|
/s/ Yacouba Kane
|
|||
Name: |
Yacouba Kane
|
|||
Tel: |
312-461-2747
|
|||
Fax: |
312-293-4948
|
|||
Email: |
yacouba.kane@bmo.com
|
|||
Address: |
115 South LaSalle St, 25th FL West,
Chicago, IL 60603
|
U.S. LENDER | COMMITMENT | ||
HSBC BANK CANADA
|
Total Commitments:
|
US$11,000,000
|
|
(Pro-rata for all | |||
U.S. Facilities) | |||
Participation for all | |||
U.S. Facilities: | 10.0000% |
Per:
|
/s/ Jesse MacMasters
|
|||
Name: |
Jesse MacMasters
|
|||
Tel: |
416-868-8194
|
|||
Fax: |
416-350-1248
|
|||
Email: |
Jesse_MacMasters@hsbc.ca
|
|||
Address: |
70 York Street, 4th Floor, Toronto, ON, M5J 1S9
|
Per:
|
/s/ Andrew Sclater
|
|||
Name: |
Andrew Sclater
|
|||
Tel: |
416-868-8074
|
|||
Fax: |
416-350-1248
|
|||
Email: |
andrew.r.sclater@hsbc.ca
|
|||
Address: |
70 York Street, 4th Floor, Toronto, ON, M5J 1S9
|
U.S. LENDER | COMMITMENT | ||
THE BANK OF NOVA SCOTIA | Total Commitments: | US$11,000,000 | |
(Pro-rata for all U.S. | |||
Facilities) | |||
Participation for all | |||
U.S. Facilities: | 10.0000% |
Per:
|
/s/ Steve Holyman
|
|
||
Name: |
Steve Holyman
|
|||
Tel: |
416.866.6418
|
|||
Fax: |
416.866.2010
|
|||
Email: |
steve.holyman@scotiabank.com
|
|||
Address: |
40 King Street West, Scotia Plaza, 62nd Floor
Toronto, ON, M5W 2X6
|
Per:
|
/s/ Katherine Hogg
|
|||
Name: |
Katherine Hogg
|
|||
Tel: |
416.607.0004
|
|||
Fax: |
416.866.2010
|
|||
Email: |
Katherine.hogg@scotiabank.com
|
|||
Address: |
40 King Street West, Scotia Plaza, 62nd Floor
Toronto, ON, M5W 2X6
|
U.S. LENDER | COMMITMENT | ||
BANK OF AMERICA, N.A., | Total Commitments: | US$9,900,000 | |
CANADA BRANCH | (Pro-rata for all | ||
U.S. Facilities) | |||
Participation for all | |||
U.S. Facilities: | 9.0000% |
Per:
|
/s/ Jason Hoogenboom
|
|||
Name: |
Jason Hoogenboom
|
|||
Tel: |
416-369-3972
|
|||
Fax: |
416-369-8148
|
|||
Email: |
jason.hoogenboom@baml.com
|
|||
Address: |
181 Bay Street, Suite 400
Toronto, ON, M5J 2V8, Canada
|
U.S. LENDER | COMMITMENT | ||
CANADIAN IMPERIAL BANK OF | Total Commitments: | US$9,350,000 | |
COMMERCE, NEW YORK BRANCH | (Pro-rata for all | ||
U.S. Facilities) | |||
Participation for all | |||
U.S. Facilities: | 8.5000% |
Per:
|
/s/ Andrew Campbell
|
|||
Name: |
Andrew Campbell
|
|||
Tel: |
212 856-3918
|
|||
Fax: |
212-856-3991
|
|||
Address: |
425 Lexington, 4th floor, NY, NY, 10017
|
Per:
|
/s/ Dominic Sorresso
|
|||
Name: |
Dominic Sorresso
|
|||
Tel: |
212-856-4133
|
|||
Fax: |
212-856-3991
|
|||
Address: |
425 Lexington, 4th floor, NY, NY, 10017
|
U.S. LENDER | COMMITMENT | ||
NATIONAL BANK OF CANADA | Total Commitments: | US$9,350,000 | |
(Pro-rata for all | |||
U.S. Facilities) | |||
Participation for all | |||
U.S. Facilities: | 8.5000% |
Per:
|
/s/ Richard Lo
|
|||
Name: |
Richard Lo
|
|||
Tel: |
416-507-9200
|
|||
Fax: |
416-869-6545
|
|||
Email: |
richard.lo@nbc.ca
|
|||
Address: |
The Exchange Tower
130 King Street W., Suite 3200
Toronto ON M5X 1J9
|
Per:
|
/s/ David Torrey
|
|||
Name: |
David Torrey
|
|||
Tel: |
416-869-6550
|
|||
Fax: |
416-869-6545
|
|||
Email: |
david.torrey@nbc.ca
|
|||
Address: |
The Exchange Tower
130 King Street W., Suite 3200
Toronto ON M5X 1J9
|
U.S. LENDER | COMMITMENT | ||
U.S. BANK N.A. | Total Commitments: | US$9,350,000 | |
(Pro-rata for all | |||
U.S. Facilities) | |||
Participation for all | |||
U.S. Facilities: | 8.5000% |
Per:
|
/s/ Carlos Munoz
|
|||
Name: |
Carlos Munoz
|
|||
Tel: |
858-334-0718
|
|||
Fax: |
858-334-0800
|
|||
Email: |
carlos.munoz@usbank.com
|
|||
Address: |
4747 Executive Drive 3rd Floor
San Diego, CA 92121
|
U.S. LENDER | COMMITMENT | ||
ROYAL BANK OF CANADA | Total Commitments: | US$8,800,000 | |
(Pro-rata for all U.S. | |||
Facilities) | |||
Participation for all | |||
U.S. Facilities: | 8.0000% |
Per:
|
/s/ Michael G. Wang
|
|||
Name: |
Michael Wang
|
|||
Tel: |
416-842-9877
|
|||
Fax: |
416-842-4090
|
|||
Email: |
Michael.wang@rbccm.com
|
|||
Address:
|
|
|||
|
||||
U.S. LENDER | COMMITMENT | ||
BANKUNITED N.A. | Total Commitments: | US$4,400,000 | |
(Pro-rata for all | |||
U.S. Facilities) | |||
Participation for all | |||
U.S. Facilities: | 4.0000% |
Per:
|
/s/ Charles J. Klenk
|
|||
Name: |
Charles J. Klenk
|
|||
Tel: |
305.698.4113
|
|||
Fax: |
305.818.1364
|
|||
Email: |
cklenk@bankunited.com
|
|||
Address: |
7765 NW 148th Street
Miami Lakes, FL 33016
|
THE TORONTO-DOMINION BANK
|
||||
Per:
|
/s/ Tim Thomas
|
|||
Name: |
Tim Thomas
|
|||
Tel: |
416 307-3869
|
|||
Fax: |
416 944-5164
|
|||
Email: |
tim.thomas@tdsecurities.com
|
|||
Address: |
66 Wellington Street West, 8th Floor
TD Tower
Toronto, ON M5K 1A2
|
Per:
|
/s/ Richard Robarts
|
|||
Name: |
Richard Robarts
|
|||
Tel: |
416 307-7900
|
|||
Fax: |
416 308-4481
|
|||
Email: |
richard.robarts@tdsecurities.com
|
|||
Address: |
66 Wellington Street West, 10th Floor
TD Tower
Toronto, ON M5K 1A2
|
JPMORGAN CHASE BANK, N.A.
|
||||
Per:
|
/s/ Jeffrey Coleman
|
|||
Name: |
Jeffrey Coleman
|
|||
Tel: |
416-981-2327
|
|||
Fax: |
416-981-9278
|
|||
Email: |
jeffrey.s.coleman@jpmorgan.com
|
|||
Address: |
Royal Bank Plaza, South Tower
200 Bay Street, Suite 1800
Toronto, Ontario, M5J 2J2
|
THE TORONTO-DOMINION BANK, NEW YORK BRANCH
|
||||
Per:
|
/s/ Robyn Zeller
|
|||
Name: |
Robyn Zeller, Vice President
|
|||
Tel:
|
||||
Fax:
|
||||
Email:
|
||||
Address:
|
|
Canadian Facilities
|
U.S. Facilities
|
||||||||||
Lenders
|
Canadian
Sponsor
Commitment
|
Canadian Swingline
Commitment
|
Canadian Revolving
Facility Commitment
|
Total Canadian
Commitment
|
%
|
U.S. Swingline
Commitment
|
U.S. Revolving
Facility
Commitment
|
Total U.S.
Commitment
|
%
|
Total
Commitments
|
Total %
|
The Toronto-Dominion Bank
|
$10,000,000
|
$49,150,000
|
$59,150,000
|
15.1667%
|
$59,150,000
|
11.83%
|
|||||
Toronto Dominion (Texas) LLC
|
$5,850,000
|
$5,850,000
|
5.3182%
|
$5,850,000
|
1.17%
|
||||||
JPMorgan Chase Bank, N.A., Toronto Branch
|
$32,500,000
|
$32,500,000
|
8.3333%
|
$32,500,000
|
6.50%
|
||||||
JPMorgan Chase Bank, N.A.
|
$20,000,000
|
$20,000,000
|
18.1818%
|
$20,000,000
|
4.00%
|
||||||
Bank of Montreal
|
$39,000,000
|
$39,000,000
|
10.0000%
|
$39,000,000
|
7.80%
|
||||||
Bank of Montreal, Chicago Branch
|
$11,000,000
|
$11,000,000
|
10.0000%
|
$11,000,000
|
2.20%
|
||||||
HSBC Bank Canada
|
$7,500,000
|
$31,500,000
|
$39,000,000
|
10.0000%
|
$39,000,000
|
7.80%
|
|||||
HSBC Bank Canada
|
$11,000,000
|
$11,000,000
|
10.0000%
|
$11,000,000
|
2.20%
|
||||||
The Bank of Nova Scotia
|
$39,000,000
|
$39,000,000
|
10.0000%
|
$39,000,000
|
7.80%
|
||||||
The Bank of Nova Scotia
|
$11,000,000
|
$11,000,000
|
10.0000%
|
$11,000,000
|
2.20%
|
||||||
Bank of America, N.A., Canada Branch
|
$35,100,000
|
$35,100,000
|
9.0000%
|
$35,100,000
|
7.02%
|
Canadian Facilities
|
U.S. Facilities
|
||||||||||
Lenders
|
Canadian
Sponsor
Commitment
|
Canadian Swingline
Commitment
|
Canadian Revolving
Facility Commitment
|
Total Canadian
Commitment
|
%
|
U.S. Swingline
Commitment
|
U.S. Revolving
Facility
Commitment
|
Total U.S.
Commitment
|
%
|
Total
Commitments
|
Total %
|
Bank of America, N.A., Canada Branch
|
$9,900,000
|
$9,900,000
|
9.0000%
|
$9,900,000
|
1.98%
|
||||||
Canadian Imperial Bank of Commerce
|
$33,150,000
|
$33,150,000
|
8.5000%
|
$33,150,000
|
6.63%
|
||||||
Canadian Imperial Bank of Commerce, New York Branch
|
$9,350,000
|
$9,350,000
|
8.5000%
|
$9,350,000
|
1.87%
|
||||||
National Bank of Canada
|
$33,150,000
|
$33,150,000
|
8.5000%
|
$33,150,000
|
6.63%
|
||||||
National Bank of Canada
|
$9,350,000
|
$9,350,000
|
8.5000%
|
$9,350,000
|
1.87%
|
||||||
U.S. Bank National Association Canada Branch
|
$33,150,000
|
$33,150,000
|
8.5000%
|
$33,150,000
|
6.63%
|
||||||
U.S. Bank N.A.
|
$9,350,000
|
$9,350,000
|
8.5000%
|
$9,350,000
|
1.87%
|
||||||
Royal Bank of Canada
|
$31,200,000
|
$31,200,000
|
8.0000%
|
$31,200,000
|
6.24%
|
||||||
Royal Bank of Canada
|
$8,800,000
|
$8,800,000
|
8.0000%
|
$8,800,000
|
1.76%
|
||||||
BankUnited N.A.
|
$15,600,000
|
$15,600,000
|
4.0000%
|
$15,600,000
|
3.12%
|
||||||
BankUnited N.A.
|
$4,400,000
|
$4,400,000
|
4.0000%
|
$4,400,000
|
0.88%
|
||||||
$7,500,000
|
$10,000,000
|
$372,500,000
|
$390,000,000
|
100.00%
|
$20,000,000
|
$90,000,000
|
$110,000,000
|
100.00%
|
$500,000,000
|
100.00%
|