Five Steps a Healthcare Banker Recommends When Acquiring a Medical or Dental Practice
Schlam Stone & Dolan Partner Jeffrey M. Eilender Discusses Whether Contractual Disclaimers Can Waive Fraud Claim
Nota Bene Episode 117: The Critical Nature of Labor & Employment Diligence in Corporate Transactions with Kevin Cloutier and Shawn Fabian
Mergers and Acquisitions - Key Issues in Today's M&A Deals
Buying or Selling a Business that Borrowed a PPP Loan
Do I need an attorney if I am buying or selling a business?
Purchase Agreements – Interview with Stephen Gulotta, Managing Member, Mintz Levin's New York Office
Introduction - Dans deux affaires récentes, la Cour supérieure de justice de l’Ontario (la « Cour ») a rendu des décisions qui s’éloignent de la position voulant que l’exécution en nature soit un redressement «...more
Introduction - In two recent cases, the Ontario Superior Court of Justice (Court) endorsed a shift away from the view of specific performance as an “extraordinary” remedy in the context of commercial real estate disputes. In...more
Davies’ Canadian Mergers & Acquisitions guide draws on our substantial cross-border M&A experience to offer guidance on both the legal framework and practical aspects of Canadian mergers and acquisitions, including critical...more
Dans sa décision rendue récemment dans l’affaire Cineplex v. Cineworld, la Cour supérieure de justice de l’Ontario (rôle commercial) (la « Cour ») a accordé une somme de 1,24 G$ CA à titre de dommages-intérêts à la suite de...more
In its recent decision in Cineplex v. Cineworld, the Ontario Superior Court of Justice (Commercial List) (Court) delivered a C$1.24-billion damages award for a busted M&A transaction that was a victim of the COVID-19...more
A private M&A purchase agreement customarily includes extensive representations and warranties and indemnification provisions. Post-closing, if the buyer alleges a breach of those provisions claiming significant damages, and...more
More and more buyers are using representation and warranty insurance (RWI) to supplement or replace indemnities from a seller in the sale of a business in Canada. While some of our clients, particularly private equity funds,...more
The recent decision of Intergulf Investment Corporation v. 0954704 B.C. Ltd. from the British Columbia Court of Appeal (Court of Appeal) serves as a reminder to buyers and sellers of real estate, and their agents, to exercise...more
Effective January 1, 2019, developers marketing real estate development properties located in British Columbia will be subject to new information collection, reporting, and document retention requirements with respect to...more
Due in large part to greater awareness of the strategic value of representation and warranty insurance (RWI), an increasingly competitive underwriting market in Canada (resulting in lower costs, lower deductibles and more...more
Prudent investors may gain an advantage by leveraging their knowledge of differences in private M&A market practices between Canadian and U.K.-style purchase agreements. While Canadian M&A takes many cues from the United...more
In its recent decision, JBP Developments Ltd. v. Li, the Supreme Court of British Columbia (Court) reminded sellers of real estate and their advisers about the basic obligation to transfer clear title to the property for...more
Too Clever by Half - Not so long ago I received a draft agreement of purchase and sale from a practitioner in which he named his purchaser client as “John Doe, in trust, and without personal liability, for a corporation...more
Canadian M&A practitioners are increasingly using representation and warranty (R&W) insurance as a competitive tool in deal negotiations. The insurance, which provides coverage for breaches of a seller’s representations and...more
An interesting set of questions arises from share purchase transactions regarding the existence of, and parties to, the solicitor-client privilege over the correspondence between the parent, subsidiary and corporate counsel....more