Will Fung
Partner | Toronto
Toronto: 416-863-2356

Will's primary focus is on corporate finance transactions and public mergers and acquisitions, from public offerings and private placements of equity and debt securities on behalf of issuers, dealers and strategic investors to take-over bids, merger transactions and proxy battles on behalf of offerors, targets, activist investors and special committees. In particular, he has significant experience with domestic and cross-border REITs, REOCs, income funds and mutual fund corporations.

Will also regularly advises issuers and other market participants on corporate governance and regulatory compliance matters.

SELECT EXPERIENCE

Recent representative matters over the past several years include acting for:

  • NADG NNN REIT in connection with its up to US$50-million initial public offering of two classes of REIT units to acquire US triple net lease outparcel properties in August 2017

  • R&R REIT in connection with its securityholder-approved, related party acquisition of a portfolio of 9 US hotels comprising 1,020 rooms for aggregate purchase price of US$35.1-million approved in June 2017

  • WPT Industrial REIT in connection with its bought deal treasury and secondary offerings and private placement of REIT units totalling US$200-million from July 2016 to June 2017

  • The underwriters in connection with the C$75-million IPO of REIT units of Automotive Properties REIT (an auto dealership REIT vehicle) in July 2015, as well as follow-on offerings of REIT units for C$81-million from September 2016 to February 2017

  • The underwriters in connection with numerous bought deal offerings of REIT units and subscription receipts of Slate Office REIT (formerly FAM REIT) for C$330-million from 2014 to March 2017

  • H&R REIT and H&R Finance Trust in connection with its friendly C$2.75-billion acquisition of Primaris REIT by way of a court approved plan of arrangement and concurrent C$1.28-billion sale of a portfolio of Primaris retail properties to the Kingsett group of funds in April 2013, as well as all of its bought-deal offerings of stapled units, convertible debentures and senior unsecured debentures since its 1996 IPO including 3 offerings of senior unsecured debentures for C$500-million in 2017

  • Nexus REIT (formerly Edgefront REIT) in connection with its REIT conversion by way of a court approved plan of arrangement and concurrent acquisition of C$68-million of industrial properties, its friendly merger with Nobel REIT to create a C$300-million diversified REIT in April 2017, as well as follow-on marketed and bought deal offerings and private placement of REIT units for C$89-million from 2014 to June 2017

  • The underwriters in connection with the C$90.2-million bought deal offerings of REIT units of True North Commercial REIT from August 2016 to July 2017

  • Starlight U.S. Multi-Family (No. 1) Value-Add Fund in connection with its C$86.1-million IPO of limited partnership units in June 2017

  • The underwriters in connection with the C$100-million initial public offering of limited partnership units of American Hotel Income Properties REIT LP (a cross-border fund vehicle which owns a portfolio of U.S. hotel properties) in February 2013, as well as follow-on offerings of LP units and convertible debentures totalling C$530-million post-IPO to May 2017

  • The underwriters in connection with the C$63-million initial public offering of common shares of Tricon Capital Group Inc. in 2010 and numerous follow-on bought-deal offerings of common shares, subscription receipts and convertible debentures for C$800-million from 2012 to 2017 including the March 2017 offering of subscription receipts and extendible convertible debentures for US$321 million to acquire Silver Bay Realty Trust Corp.

  • The underwriters in connection with the bought deal offerings of REIT units of Agellan Commercial REIT totalling C$129-million from 2013 to February 2017

  • Starlight U.S. Multi-Family Core Fund, Starlight U.S. Multi-Family (No. 2) Core Fund, Starlight U.S. Multi- Family (No. 3) Core Fund and Starlight U.S. Multi-Family (No. 4) Core Fund in connection with their C$48-million IPO, C$34-million IPO, US$50-million IPO and C$75-million IPO of limited partnership units to acquire U.S. apartments in April 2013, November 2013, July 2014 and February 2015, respectively, and their October 2016 securityholder- and court-approved arrangement transaction to create the C$1.4-billion Starlight U.S. Multi-Family (No. 5) Core Fund

  • Starlight U.S. Multi-Family (No. 5) Core Fund in connection with its C$61.8-million IPO of limited partnership units in October 2016

  • The underwriters in connection with the US$95-million "initial" public offering of common shares of Mainstreet Health Investments Inc. (which went public via RTO) in June 2016, as well as follow-on offerings of subscription receipts and convertible debentures totalling US$119.8-million in 2016

  • The agents in connection with the C$49-million marketed offering of subscription receipts of Slate European Real Estate LP (a Canadian LP which owns a portfolio of German retail properties) in August 2016

  • The underwriters in connection with the C$138-million bought deal offering of subscription receipts of Sienna Senior Living Inc. to fund the acquisition of retirement residences and LTC homes, and interest in a management company, in May 2016

  • The underwriters in connection with the C$1-billion initial public offering of REIT units and senior unsecured debentures of Choice Properties REIT in 2013, as well as follow-on offerings of partnership notes and senior unsecured debentures for C$2.75-billion post-IPO to March 2016

  • The underwriters in connection with the C$105-million IPO of REIT units of Inovalis REIT (a cross-border REIT vehicle which owns a portfolio of French and German office properties) in April 2013, as well as follow-on offerings of REIT units for C$83-million post-IPO to July 2016

  • The underwriters in connection with numerous bought-deal offerings of common shares and convertible debentures of Exchange Income Corporation for gross proceeds of approximately C$498-million from 2009 to June 2016

  • TransGlobe Apartment REIT in connection with its C$2-billion privatization by PD Kanco LP and Starlight Investments Ltd., the internalization of its asset and property management functions and its C$250-million IPO, as well as its follow-on bought-deal offerings of subscription receipts and extendible convertible debentures for C$353.8-million

  • The underwriters in connection with numerous bought-deal offerings of REIT units and convertible debentures of True North Apartment REIT for C$189.3-million from 2012 to 2014

AWARDS & RECOGNITION

Will has been recognized as one of Canada's leading lawyers in the following publications:

  • Chambers Canada: The World's Leading Lawyers for Business - 2017 edition

  • The 2017 Lexpert Guide to the Leading US/Canada Cross-border Corporate Lawyers in Canada (Corporate Finance & Securities)
  • The Canadian Legal Lexpert Directory 2017 (Corporate Finance & Securities and Mergers & Acquisitions)
  • Who's Who Legal: Canada 2017 (Capital Markets)

  • The Best Lawyers in Canada 2017 (Corporate Law, Mergers & Acquisitions Law and Securities Law)
  • The Legal 500 Canada 2015 (Capital Markets)
  • The Lexpert Special Editions on Leading Corporate Lawyers in Report on Business Magazine (Globe and Mail)
  • Lexpert magazine as one of Canada's "Top 40: 40 and Under 40" (November/December 2004)