Acasta Enterprises Inc. Completes the Largest SPAC IPO to date in Canada

Goodmans represented Acasta Enterprises Inc. (the Corporation) in connection with the completion of the Corporation’s $350 million initial public offering of Class A Restricted Voting Units on July 30, 2015. On August 5, 2015, the underwriters exercised their over-allotment option in full for additional gross proceeds of $52.5 million. The founders of the Corporation purchased Class B units for additional proceeds of $15.2 million, bringing the aggregate gross proceeds of the IPO to $417.7 million.

The Corporation is a special purpose acquisition corporation (SPAC) formed for the purpose of effecting a qualifying acquisition. The Corporation’s stated intention is to focus its search on target businesses that operate primarily in North America and have an enterprise value of between $1 billion and $2 billion.

The Corporation’s founders are comprised of Acasta Capital Inc., a merchant bank and advisory firm based in Toronto, and the following individuals: 

• Anthony Melman (Director), Partner, President and Chief Executive Officer of Acasta, Chief Executive Officer of the Corporation and director and Chair of the Finance Committee of Canadian Pacific Railway Limited;
• Belinda Stronach (Director), Partner and Chairman of Acasta and Chair and President of The Stronach Group;
• Geoff Beattie (Director), Chief Executive Officer of Generation Capital and Chairman of Relay Ventures;
• Johan Eliasch (Director), Chairman and CEO of Head N.V.;
• Calin Rovinescu (Director & Chair), President and Chief Executive Officer of Air Canada, and Chairman of the Star Alliance Chief Executive Board;
• Hunter Harrison (Advisor), Chief Executive Officer of Canadian Pacific Railway Limited and Canadian Pacific Railway Company;
• Michael Neal (Advisor), director of JPMorgan Chase, former Vice Chair of General Electric Company, as well as former Chair and Chief Executive Officer of GE Capital;
• Gordon Nixon (Advisor), former President and Chief Executive Officer of the Royal Bank of Canada;
• Rick Waugh (Advisor), Vice-Chair/Chair Elect to the Board of Governors, York University and former Deputy Chairman, President and Chief Executive Officer of The Bank of Nova Scotia;
• Richard Smith, Chief Financial Officer and Chief Operating Officer of the Corporation;
• Andrew Dale, Partner and Vice-President of Acasta;
• Mark Entwistle, Partner and Managing Director of Acasta;
• Michael Liebrock, Partner and Managing Director of Acasta; and
• Alexander Singh, Partner, Managing Director, General Counsel and Secretary of Acasta, and Secretary of the Corporation.

The offering was underwritten by a syndicate of underwriters led by BMO Capital Markets, TD Securities Inc. and Canaccord Genuity Corp., and included CIBC World Markets Inc., Scotia Capital Inc. and National Bank Financial Inc.