Fasken Martineau advises on TSX's first cleantech IPO in more than 6 months
March 4, 2010
Toronto (Canada) Fasken Martineau, a leading international business law and litigation firm, announced today that it was the Canadian legal adviser to ISE Limited in connection with the company's recently completed initial public offering (IPO) on the Toronto Stock Exchange (TSX). This marked the first cleantech IPO on Canada's main exchange since July 2009.
"ISE is an excellent example of a US-based company that has successfully accessed the capital it needs on the Toronto Stock Exchange," said Kevan Cowan, president of TSX Markets and Group Head of Equities.
"What is interesting about this IPO is that we suggested and applied a deal structure that provided ISE with an efficient and cost-effective means of listing on the TSX without the requirement to immediately pursue a dual listing or a registration in the US," said
Rubin Rapuch, a partner with Fasken Martineau who advised ISE in the deal.
Companies are often well suited to the TSX, both because of their particular capital market needs and the nature of their business, but the costs of concurrent listings in the US and Sarbanes-Oxley requirements have been an obstacle. The structure used by ISE allows a US-based company to go public solely in Canada while preserving its ability to pursue a US listing at a later stage if it should so choose.
"In addition to US businesses being interested in this potential IPO structure, I believe US-based venture capitalists will look at the ISE deal as a method of gaining liquidity close to home. Given the economic climate and continuing uncertainty in the US, the US venture capital community is beginning to realize that Canada has a sophisticated and well-regulated securities market. The ISE IPO model offers them an excellent opportunity to exit or monetize their investments," said
Georges Dubé, a partner with Fasken Martineau who also advised ISE on the deal.
ISE is a leading developer, manufacturer and distributor of heavy duty hybrid-electric drive systems. The company intends to use the net proceeds from the IPO for research and development, capital equipment purchases, secured convertible promissory note repayment, and sales and marketing expansion. ISE Limited (TSX: ISE) announced on February 23, 2010, that it had successfully completed its IPO of 3,450,000 common shares at a price of $6.00 per common share for gross proceeds of $20,700,000. The offering was sold through a syndicate of underwriters co-led by Raymond James Ltd. and RBC Dominion Securities Inc., and including Cormark Securities Inc. and Jacob Securities Inc.
About Fasken Martineau DuMoulin LLP
Fasken Martineau is a leading international business law and litigation firm. With over 650 lawyers, the firm has offices in Vancouver, Calgary, Toronto, Ottawa, Montréal, Québec City, London, Paris and Johannesburg. For additional information, please visit the firm's website at
www.fasken.com.