Davies

Hillel W. Rosen

Hillel Rosen is a partner in the Mergers & Acquisitions, Commercial Real Estate, Competition & Foreign Investment Review, Banking, Capital Markets, Financial Restructuring & Insolvency, Corporate/Commercial, Energy and Life Sciences practices. He is also a member of the firm’s Management Committee.

Hillel has a diverse practice that is transactional in nature. He has particular expertise in business acquisitions (including restructurings of distressed or insolvent companies), renewable energy projects, life sciences businesses, real estate transactions and the forest products industry. Hillel is involved with the firm’s regulatory practice concerning the Competition Act and Investment Canada Act and, in that regard, he has helped many Canadian and multinational corporations through the merger compliance procedures.

Representative Work

  • Acted for Paladin Labs Inc. in connection with its strategic investment in Pharmaplan (Pty) Ltd of South Africa. Pharmaplan is South Africa's leading independent specialty pharmaceutical company. The transaction represents Paladin's first investment in emerging markets.

  • Acted for Renewable Energy Systems Canada Inc. (RES), part of the St-Laurent Énergies consortium, consisting of EDF Énergies Nouvelles, Hydromega Services Inc. and RES, which was awarded five wind farm projects by Hydro-Québec Distribution representing a total capacity of 954 MW. These five projects represent a total anticipated investment in excess of $2 billion.

  • Acted for Faubourg Boisbriand Shopping Centre Holdings Inc. (a joint venture among Kimco Realty Corporation, Cherokee Partners and Sterling Centrecorp) in connection with a $165 million construction credit facility in respect of the Faubourg Boisbriand lifestyle retail complex in Boisbriand, Québec.

  • Acted for Gestion Forestière Lacroix Inc., a wholly owned subsidiary of Société Générale de Financement du Québec, in an acquisition from Bowater Inc., a private timberland covering some 148,000 acres in the Gaspé Peninsula, Québec.

  • Acted for TPG Partners V LP in connection with its acquisition of Axcan Pharma Inc. in an all-cash transaction valued at US$1.3 billion.

  • Acted for Cominar Real Estate Investment Trust in connection with its unsolicited takeover bid for Canmarc Real Estate Investment Trust, valued at approximately $904 million.

  • Acted for Paladin Labs Inc. in connection with its acquisition of Labopharm Inc. by way of a Court-sanctioned plan of arrangement.

  • Acted for Paladin Labs Inc. in connection with its unsolicited takeover bid for Afexa Life Sciences Inc.

  • Acted for Faubourg Boisbriand Shopping Centre Holdings Inc. (a partnership among Kimco Realty Corporation, Sun Life Assurance Company of Canada and Sterling (Canada) Inc./North American (Boisbriand) Corporation) in its $92.6 million refinancing of the Faubourg Boisbriand lifestyle retail complex.

  • Acted for Arrow Electronics in the acquisition of the RF, Wireless and Power Division of Richardson Electronics, Ltd., the leading global component distributor and provider of engineered solutions on the global radio frequency and wireless communications market.

  • Acted for Paladin Labs Inc. in connection with its acquisition of the Tempra line of products in Canada from Bristol-Myers Squibb.

  • Acted for Renewable Energy Systems Canada Inc. in connection with its sale of interests in seven wind farm projects in the province of Québec totaling 1003.2 MW

  • Acted for Paladin Labs Inc., in connection with a $40.25-million bought deal financing.

  • Acted for Paladin Labs Inc. in connection with its strategic relationship with ProStrakan Group, a UK-based specialty pharma company. Paladin was granted an exclusive license to ProStrakan's products for certain emerging territories and acquired ProStrakan's existing £50 million credit facility and certain conversion rights.

  • Acted for Paladin Labs Inc. in connection with Paladin's concluding three licensing and distribution agreements with Labopharm Inc. under which Paladin will distribute two of Labopharm's products in Canada and Sub Saharan Africa.

  • Acted for Paladin Labs Inc. in its strategic investment in SpePharm Holding B.V. SpePharm is a specialty pharmaceutical company focused on acquiring, registering and marketing specialty medicines throughout Europe. Under the terms of the agreement, Paladin agreed to invest 4 million Euros in SpePharm through a secured convertible debenture.

  • Acted for Kimco North Trust III, an entity controlled by Kimco Realty Corp., a leading U.S.-based REIT, in connection with private placement offerings of $150 million principal amount.

  • Acted for Gestion Forestière du Saint-Maurice Inc., a wholly owned subsidiary of Société générale de financement du Québec, on the $60-million acquisition of timberlands located at La Tuque and in lower St. Maurice, Québec from Smurfit-Stone Container Canada Inc.

  • Acted for Paladin Labs Inc. as it entered into a strategic partnership with Isotechnika Pharma Inc. for the commercialization of voclosporin. The transaction was achieved by way of a Plan of Arrangement.

  • Acted for Paladin Labs Inc. in connection with its $58.7-million bought deal public offering of common shares.

  • Acted for Société générale de financement du Québec on the signing of an agreement to purchase woodlands owned by Smurfit-Stone Container Canada Inc., a subsidiary of Smurfit-Stone Container Corporation.

  • Acted for Prinoth SpA, a member of the Leitner Technologies Group, in its acquisition of the Camoplast Inc. Track Machine Group, a leading manufacturer of snow groomers and other utility vehicles.

  • Acted for Paladin Labs Inc. in connection with its entering into of a co-promotion agreement with Nycomed Canada Inc. for the Canada-wide promotion and sale of Tridural Once-Daily Tramadol.

  • Acted for Paladin Labs Inc. in connection with its acquisition of miltefosine from AEterna Zentaris Inc. Miltefosine, marketed under the brand name Impavidor, is the first oral drug for the treatment of visceral and cutaneous leishmaniasis.

  • Acted for Paladin Labs Inc. in connection with its distribution arrangements with GlaxoSmithKline Inc. (GSK) for the Canadian rights to Dexedrine and the establishment of a strategic relationship between Paladin and GSK.

  • Acted for Paladin Labs Inc. in connection with its acquisition of ViRexx Medical Corp. The transaction was achieved by way of a proposal to creditors and reorganization of share capital pursuant to the Bankruptcy and Insolvency Act and the Alberta Business Corporations Act.

  • Acted for CryoCath Technologies Inc., a medical device company, in its sale to Medtronic, Inc. by way of a negotiated takeover bid valued at US$400 million.

  • Acted as Canadian counsel for Time Inc. in its acquisition of QSP, Inc., in the United States, and Quality Service Products Inc., in Canada, from The Readers Digest Association Inc. in a transaction valued at US$110 million.

  • Acted for Kimco Realty Corporation in connection with Kimco Realty and Riocan Real Estate Investment Trust's acquisition of a 10-property shopping centre portfolio located in central and eastern Canada for $156 million.

  • Acted for Redbourne Realty Fund in the Redbourne Madison Property Inc. and Redbourne Madison Property LP Inc. acquisition of Madison Centre from Bentall Investment Management.

  • Acted for Abitibi-Consolidated Inc. in regard to the sale of a paper mill and timberlands.

  • Acted for Paladin Labs Inc., a leading Canadian specialty pharmaceutical company, in connection with its purchase of BioEnvelop Inc., a company developing and manufacturing rapidly dissolving edible films for the nutraceutical and pharmaceutical markets. The transaction was achieved pursuant to the Bankruptcy and Insolvency Act.

  • Acted for Paladin Labs Inc. in connection with its acquisition of Zincofax from Johnson & Johnson, Inc.

  • Acted for Paladin Labs Inc. in connection with its Canadian licensing and distribution arrangements with Labopharm Inc. for Tridural Once-Daily Tramadol.

  • Acted for Schonbek Worldwide Lighting Inc. and its affiliated companies in connection with their sale to Swarovski US Holding Ltd., a subsidiary of Swarovski International Holding.

  • Acted for Kimco North Trust III, an entity controlled by Kimco Realty Corp., a leading U.S.-based REIT, in connection with its private placement offering of $200 million principal amount of 5.18% notes due 2013.

  • Acted for Kimco Realty Corporation in the establishment of a partnership with Sterling Centrecorp and Cherokee Partners and the subsequent acquisition by the partnership of Faubourg Boisbriand, a lifestyle-based 1.2 million square foot power centre currently being developed in Boisbriand, Québec.

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PUBLICATIONS

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Recognition

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  • Recognized by The Best Lawyers in Canada as a leading practitioner of Banking Law, Corporate Law and Real Estate Law.
  • Recognized as a consistently recommended practitioner in the area of Mergers & Acquisitions by The Canadian Legal Lexpert® Directory.
  • Achieved one of Martindale-Hubbell's highest rankings.

Professional Affiliations

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Canadian Turnaround Management Association

Board Memberships

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  • McGill University Faculty of Law Advisory Board

Community Involvement

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  • Director of The Akiva School
  • Honourary Director, Jewish Public Library

Teaching Engagements

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Speaking Engagements

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Articles and Publications

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Hillel Rosen
Hillel Rosen
Partner
Office:
Montréal
Tel:
514.841.6443
Email:
hrosen@dwpv.com
Bar Admissions:

Québec, 1988

Education:

Oxford University, M.A., 1987

McGill University, B.C.L., LL.B. (Double Gold Medalist), 1985