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Canada Acquisition Agreements

Stikeman Elliott LLP

Recent Québec Court of Appeal Decision Highlights the Importance of Clear Drafting for Earnouts

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Ambiguous drafting of earnout provisions in M&A agreements is a perennial source of post-closing disputes. What may have seemed clear to parties in the heat of negotiations can often become less so as time passes,...more

Stikeman Elliott LLP

Shifting the Burden: Proposed Changes to Merger Reviews in Canada

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Canadian businesses may soon face tougher standards in merger review if amendments being considered by the government to include “structural presumptions” and more onerous remedy standards in merger reviews are passed into...more

Stikeman Elliott LLP

Corporate Finance and M&A in Québec: Staying Active

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Though 2023 ended in much the same way as it began, with global geopolitical instability and high interest rates, investment in Québec has remained active, particularly in the Montréal area. This post breaks down some of the...more

Bennett Jones LLP

Canada's M&A Landscape and Deal Making Trends: Q1 2024

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United States and global M&A rebounded in the first quarter of 2024, powered by the return of mega deals worth US$10 billion or more. According to Bloomberg, global deal values are up about 21 percent year-on-year to more...more

Stikeman Elliott LLP

Mergers & Acquisitions 2024 Canada

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1 Relevant Authorities and Legislation - 1.1 What regulates M&A? The acquisition of a Canadian public issuer is largely regulated by, but not limited to, the following: ■ securities laws enacted by each of...more

Stikeman Elliott LLP

Choose Your Words Carefully: Three Recent Earnout Cases Under Delaware Law

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When the prospects of an acquired business are uncertain, an earnout can bridge the valuation gap between buyer and seller and help get the deal done. Taking this route is not without risk, however, particularly where...more

Stikeman Elliott LLP

Corporate Finance and M&A in Québec: Finding the Bright Spots in a Challenging Year

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In 2023, private equity, mergers and acquisitions and venture capital financings have experienced a slowdown across Canada, on the heels of a historically strong year in 2022. In this post we look specifically at the province...more

Stikeman Elliott LLP

“Commercially Reasonable Best Efforts”: B.C. Court Provides Guidance in Context of Purchase and Sale Contract

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In Sutter Hill Management Corporation v. Mpire Capital Corporation (Sutter), the British Columbia Court of Appeal found that the acquiror of an Abbotsford, B.C. care home had breached the purchase and sale agreement by...more

Stikeman Elliott LLP

Private Equity - Recent Developments Of Importance

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The first nine months of 2021 set records for global M&A activity and kept private equity firms especially busy. An abundance of dry powder and low interest rates have encouraged private equity investors to make up for lost...more

Stikeman Elliott LLP

Cineplex Awarded $1.24 Billion in Lost Synergies from Failed Cineworld Acquisition: Company’s Pandemic Response Not Out of the...

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In a highly anticipated decision, the Ontario Superior Court of Justice – Commercial List held that Cineworld wrongly terminated its arrangement agreement to acquire Cineplex, which was awarded substantial damages....more

Davies Ward Phillips & Vineberg LLP

Canadian Mergers & Acquisitions: A Guide for Foreign Investment Banks and Bidders, 9th Edition

Types of M&A Transactions – – Takeover bids (like a U.S. tender offer) – Plans of arrangement – Amalgamations (like a U.S. merger) – Asset sales – Share sales (e.g., private purchase of control block) –...more

Bennett Jones LLP

A Producing Royalty as an Interest in Land: The Alberta Court of Queen's Bench Follows Dianor

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Holders of royalties in oil and gas and other minerals should take note of the recent decision of the Alberta Court of Queen's Bench in Manitok Energy Inc. (Re), 2018 ABQB 488 [Manitok], in which the Alberta Court followed...more

Blake, Cassels & Graydon LLP

Legal Vendor Due Diligence: Staging a Successful Sale

As anyone who has sold a house knows, the housing market can be an incredibly competitive one. Home sellers take such steps to maximize the value of their properties as home staging, hosting open houses and providing...more

Bennett Jones LLP

Supreme Court of Canada Grants Leave to Appeal in Fairmont Hotels Inc.

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The Supreme Court of Canada recently granted leave to appeal from the Ontario Court of Appeal decision in Fairmont Hotels Inc v Canada (Attorney General), 2015 ONCA 441. This follows the granting of leave in the Jean Coutu...more

Bennett Jones LLP

Supreme Court of Canada to Hear Tax Rectification Case

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On November 19, 2015, the Supreme Court of Canada granted leave to appeal in Canada (A.G.) v. Groupe Jean Coutu (PJC) inc., 2015 QCCA 838, which addresses the question of when rectification will be granted in the tax context....more

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