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Van Houtte is sold to Littlejohn for US$600 million

Fasken
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Client

Van Houtte

On July 19, 2007, Van Houtte Inc. was acquired by LJVH Holdings Inc., a company indirectly controlled by Littlejohn & Co. Founded in 1996, Littlejohn is a Greenwich, Connecticut-based control-oriented private equity firm seeking investment opportunities in the middle market sector that are undergoing a fundamental change in capital structure, strategy, operations or growth that can benefit from its operational and strategic approach. The firm's professionals manage three funds with committed capital of approximately $1.6 billion. This transaction was the culmination of the value maximizing process to review various strategic options to further enhance Van Houtte shareholder value that began in October 2006. The review process was led by the Strategic Orientation Committee of the Board of Directors of Van Houtte with the assistance of CIBC World Markets Inc. Van Houtte agreed with the Purchaser to a transaction under which all of its shares were to be acquired under a plan of arrangement under the Canada Business Corporations Act. Van Houtte's shareholders approved the transaction on July 9, 2007 and the Superior Court of Québec approved the Plan of Arrangement on July 10, 2007. Under the terms of the Plan of Arrangement, Van Houtte's shareholders received $25 per share for each outstanding Van Houtte share held. The acquisition was financed through debt and equity financing. The debt financing was provided by Credit Suisse Securities (USA) LLC (Credit Suisse) as joint lead arranger and joint bookrunner, CIBC World Markets Corp. as joint lead arranger, joint bookrunner and syndication agent, Credit Suisse, Cayman Islands Branch as administrative agent and as collateral agent and UBS Loan Finance LLC as documentation agent. The equity financing consisted of cash from a syndicate of co-investors lead by Littlejohn and including, among others, Solidarity Fund QFL. Van Houtte was represented by Jean-Olivier Boucher, General Counsel and was assisted by Fasken Martineau DuMoulin LLP with a team that included Robert Paré, Michel Boislard, Gilles Carli (tax) and Marc Novello (banking).

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