- Financial Services
- Insolvency & Restructuring
- Commercial Paper Liquidity
|University ||Dalhousie University, B.A., Hons., 1978; Dalhousie University, M.B.A., 1983|
|Law School||Dalhousie University, LL.B., 1983|
Canadian Corporate Counsel Association
Industry-Provincial Offsets Group (IPOG)
American Bankruptcy Institute
Canadian Bond Investors' Association
Sam Billard is a partner and member of the firm's Financial Services Group.
Sam has extensive experience in project finance, syndicated lending, asset-based lending, restructuring with a focus on the Caribbean, leasing, derivatives, asset-backed commercial paper, structured finance and carbon trading. He specializes in unusual, often multi-jurisdictional, secured lending transactions. He provides corporate, regulatory and transactional advice to some of the largest financial institutions in North America.
Sam began his career with the Royal Bank of Canada's Law Department. He has worked with several Canadian law firms in the banking, restructuring and structured finance areas of practice. He has an understanding of business as well as the accounting, tax and regulatory environments in which businesses must work. His goal is to make the deal work for all participants and he has a reputation for finding practical solutions for intractable problems.
Sam's broad experience and practical approach allow him to provide proactive and effective advice to clients in all areas of financial services. He has developed an expertise in assisting financial institutions restructure exposures to struggling resorts, hotels and other hospitality-related businesses in the Caribbean.
Articles By this Lawer
Payday Lending: A Thorny Problem
February 5, 2007
Account Sales Are Secured Transactions
November 20, 2006
Institutional Investors Affect Markets
October 10, 2006
Changes to Usury Law May Have Unintended Consequences
February 1, 2005
Sam Billard, Norman Kahn
List of selected publications
Selected Publications: Sam Billard
Sam has written several articles related to the asset-backed commercial paper market, the emerging credit crisis as well as a series of articles on carbon trading. His most recent publications are a paper titled Credit Crisis and Commercial Lending prepared for the Canadian Institute and another paper titled The CDS Contagion, published in The National Banking Law Review, June 2009 edition. He has also written extensively on the challenges faced by international lenders when realizing on security in the Caribbean region.
|Reported Cases||Representative Cases and Transactions: Sam Billard; Acted for an international law firm in connection with its potential expansion into Canada when it was considering the establishment of a relationship with a law firm to be newly formed with lawyers from a failing Canadian law firm. Our role included: (a) researching and advising with respect to potential liability to the international firm from clients, creditors and other persons with a relationship with the failing Canadian law firm, including potential informal restructuring or liquidation proceedings; (b) advice with respect to naming rights and protections; (c) preparing and revising draft documentation regarding the nature and scope of the relationships, including mutual rights and obligations; and; (d) considering financing and tax implications of the relationship. The strategic relationship documentation involved the global management and the North American leadership of the international law firm. There was no formal dollar amount agreed, but the capital required was estimated to be significant.. The real value was the strategic value to the international firm was the establishment of a footprint in Canada, where up to this time it had not had any formal representation. The transaction did not proceed. Represented Prospect Street Capital, a large, New York-based private equity firm with investments throughout the world (primarily the Americas), on the following transactions: (a) a transaction in Q2 2013, targeted to be approximately $130 million, which was not successful; (b) the acquisition of MITY Enterprises, Inc., a market-leading provider of multipurpose room furniture and specialty healthcare seating in Q3, for about $43 million; (c) commencing in 2013, a share exchange transaction by way of plan of arrangement for a value of approximately US$325 million; and; (d) assisted with a fourth transaction where Prospect is providing additional financing to a borrower to which it has already advanced more than US$150 million to facilitate a cross-border M&A transaction. The additional financing is approximately US$165 million. Represented Post Foods on a number of transactions. In addition to assisting Ralcorp in buying Post Foods and later spinning it out to Ralcorp shareholders, we maintained and expanded our relationship with Post Foods by acting for them on the following transactions: (a) in Q3, 2013, we acted for Post in the unsuccessful $200 million acquisition of a Canadian entity; and; (b) in Q4, 2013, we acted for Post when it agreed to buy Golden Boy Foods Ltd. from affiliates of private equity firm Tricor Pacific Capital Inc. and other shareholders for $320 million. This transaction closed in early 2014. These were cross-border transactions: the buyer was American and the target was a Canadian entity with American operations. Immediately after closing, the target's American assets were moved to American ownership so that the circumstance of an American entity owning a Canadian entity that owned an American entity was avoided. The transactions were completed on February 1, 2014. Represents the Electrum Group in connection with its maintenance and its large and economically valuable positions in numerous Canadian public resource companies. We have: (a) continued to maintain and monitor the portfolio and the various regulatory requirements; (b) advised with respect to additional offerings, corporate governance issues, and potential sale and lock-up matters; (c) considered board representation and 'acting jointly or in concert' related questions; (d) been engaged to consider and advise on investment in entities in which the investor does not have a current investment; and; (e) have also considered various potential new investments and advised in connection therewith ranging from $10 million to over $400 million. Represented National RV Communities LLC (now part of the Carefree Communities Inc.) in the completion of two acquisition transactions of vacation parks in Ontario. In Q3, 2013, we acted for this U.S. based client in connection with: (a) the acquisition, structuring and financing of the Sherkston Shores property for approximately CAD$90 million. We worked with U.S. counsel in the simultaneous acquisition of Florida and Ontario properties from the same seller group with combined cross-border cross-collateralized financings. The matter value was $90 million; and; (b) the acquisition of 13 Ontario properties from 14 sellers within one ownership group for approximately CAD$33 million with combined cross-border, cross-collateralized financings. The matter value was $33 million. This transaction closed in January 2014. We acted for the purchaser in both transactions, which included not only the acquisition of the real estate (challenging in its own right due to the complexity of the titles as well as involving more than 20 parcels and over 16 municipal requirements), but also the tax reorganization needed by the sellers. In the midst of the Sherkston Shores transaction, the buyer itself was acquired, which meant that the acquirer of the buyer and its counsel and its lenders and their counsel were now actively involved in every aspect of the transaction and we became involved in the acquirer's financing. Since these were cross-border transactions, ultimately with an American REIT owning non-U.S. real estate, the U.S. REIT rules for 'good' and 'bad' income had to be managed. Advising the lenders to a short-listed bidder in connection with the McLoughlin Point Wastewater Treatment Plant Project in Victoria. Advised the lenders to a short-listed bidder in connection with the B.C. Children's Hospital and B.C. Women's Hospital & Health Centre Redevelopment Project in Vancouver. Advised the lender to the successful bidder in connection with the Billy Bishop Toronto City Centre Airport Pedestrian Tunnel project. Advised the lenders to the successful bidder for the South West Detention Centre project in Windsor, Ontario which reached financial close in April 2011. Advised international clients with the acquisition, structuring and financing of property for approximately CD$90 million. Led teams acting for borrowers regarding Canadian aspects of multinational operating loan syndication and high yield debt issuance in transactions aggregating to more than US$1 billion. Led restructuring of project financing in excess of $100 million for major Caribbean resort for a syndicate of lenders. Led restructuring for several properties in Jamaica, Aruba and Trinidad and Tobago. Led $130 million syndicated acquisition financing for successful Canadian entrepreneur facilitating expansion into Europe, the United States and China. Led bank financing of Ottawa Senators Hockey Club for a syndicate of domestic and international lenders. Assisted institutional investors in the restructuring of asset-backed commercial paper exposure. Advised lenders and borrowers on a number of aircraft finance transactions. Advised borrowers and lenders in the project financing of the construction and operation of several cogeneration projects in Ontario and the Caribbean. Advised international clients in the restructuring of the non-bank asset backed commercial paper market in Canada. Working with other members of the firm in exploring emissions trading initiatives.|
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