Private Equity & Venture Capital
PRIVATE EQUITY — BUYOUTS & VENTURE CAPITAL INVESTMENT
Canada has long been an attractive market for private equity and venture capital investors. A relatively stable economy and an abundance of capital have attracted international companies and financiers to explore investment opportunities and launch businesses in the Canadian market. Tapping into McMillan’s knowledge and experience allows them to maximize opportunities and mitigate risks.
McMillan’s private equity and venture capital industry lawyers have been active in the Canadian markets for many years and bring an unmatched commitment to helping clients execute transactions efficiently. Our private equity group has extensive experience working with private equity funds and financial institutions in acquisitions and dispositions, acting regularly for sponsors in fund formation and working closely with US and international law firms in cross-border private equity transactions.
PRIVATE EQUITY STRUCTURING AND FORMATION
McMillan’s private equity and venture capital industry team has extensive experience serving as counsel to sponsors and managers in the formation and operation of private equity funds. Our lawyers maintain in-depth, current market knowledge of the deal terms and trends that drive the industry. We collaborate with McMillan colleagues in specialty areas such as Capital Markets, Government and Public Policy, and Financial Services to bring a fully informed point of view to every client matter.
McMillan professionals help clients lead by advising on Funds Formation strategies and structures; negotiating and drafting fund documentation including partnership and subscription agreements; providing tax planning counsel; advising on disclosure requirements; advising on applicable securities laws and regulations; and advising on the operation of Funds at different stages in their life-cycle, including fund amendments and terminations.
McMillan has significant experience working with consortia, as well as individual participants. Our lawyers bring a combination of private equity experience and strong negotiation skills, which are vitally important to making club deals succeed. Our focus is on helping consortia members find common ground in order to maximizes the return on their investments.
McMillan professionals represent consortia on bidding, negotiating and closing deals; negotiate consortium agreements to define the legal relationship among members, as well as the fiduciary duties of each; structure consortia including tax planning and financing; advise consortium members on their respective governance rights related to the bid; and define exit strategies and criteria for consortium members, including agreement on competing bids once members have exited.
Insights (90 Posts)
This bulletin provides an overview of structuring private equity real estate funds in Canada.
CDOR to cease being published after June 28, 2024; Term CORRA to be potentially created; market participants need to prepare for end of CDOR now.
The article analyses the Canadian Transportation Agency decision in Flair and its implications for the airline industry and the regulatory regimes in Canada.
Government of Canada's request-for-proposal for the Venture Capital Catalyst Initiative, providing $450 million in funds to the venture capital sector.
Investments by Russian investors will be subject to enhanced scrutiny and prolonged timelines.
Legal tools Canadian companies should seek advice on if they are no longer able perform contractual agreements because of the war in Ukraine
Examining the difference between US "mergers" and Canadian "amalgamations" in corporate transactions, relevant for deal structuring and completing diligence.
Updates readers concerning the 2022 Canadian merger filing thresholds under the Competition Act and the Investment Canada Act.
Fiduciary Duties in Corporate Transactions: Expansion of Director’s Duties to Limited Partnerships & Liability of Knowing (Third Party) Assistants
The ONCA decision in Extreme Venture Partners Fund I LP v. Varma provides important guidance on acceptable standards of corporate conduct in Canada.
An overview of how Simple Agreements for Future Equity or “SAFEs” work including pros & cons for Canadian companies considering SAFEs for early stage financing.
In this bulletin, we discuss the risks and challenges of using PropTech by businesses in the real estate space and for consumers of such products.
Alberta Securities Commission Provides Guidance On Shareholder Rights Plans, Break Fees and Use of Equity Swaps in Take-over Bid Context
An Alberta decision has held that the use of swaps in a hostile take-over bid can be abusive, and added guidance on shareholder rights plans and break fees.
An Ontario arbitrator upheld an employer's vaccine mandate for both a site where a 3rd party obligation existed and a related site with no such obligation.
Ontario Arbitrators Continue to Uphold Terminations of Employees who Breach COVID-19 Safety Protocols
A recent decision by an Ontario arbitrator further affirmed the notion that dishonesty during COVID screening protocols by an employee can lead to termination.
In this bulletin, we discuss the benefits of using PropTech for businesses in the real estate space and for consumers of such products.
In this 3-part series, we explain the concept of PropTech, highlight its benefits and outline associated risks.
Recent amendments to the Special Access Program and a look back to 2021 on developments affecting the psychedelics industry.
In this bulletin, we discuss the potential development of garden suites in the City of Toronto.
Analyzing updates from an Investment Canada Act national security review case to provide key insights to investors into Canada.
The authors discuss the Ontario Superior Court of Justice's decision in Cineplex v. Cineworld, a "busted deal" case about interim operating covenants.
New Requirements Proposed for Private Ontario Corporations to Maintain Register of Individuals With “Significant Control”
Bill 43 proposes to amend the OBCA to require corporations to prepare and maintain a register of individuals with "significant control" over such corporations.
Certification denied in DRAM class action.
Video teleconferencing companies face unique cybersecurity and data privacy risks. The OPC has new guidance on how these companies can best address them.
China Mobile is challenging the Canadian government's order to divest its Canadian operations. The case raises important cross-border investment issues.
Major Canadian Banks Join Net-Zero Banking Alliance (NZBA) — Unpacking the Initiative and Net-Zero Commitments
On the eve of the 2021 United Nations Climate Change Conference, six of Canada’s largest banks announced they had signed on to the Net-Zero Banking Alliance.
James Musgrove and Sarah Stirling-Moffet talk Competition law reform in Canada after the Commissioner’s CBA speech - more money, more power!
A BAA is useful for lenders relying on cash collateral in secured lending transactions. We discuss the nature and function of BAAs in the common law provinces.
Suppliers and subcontractors in the construction industry should be mindful of a recent unreported decision of the Ontario Superior Court of Justice.
SOFR is the preferred USD alternative RFR to LIBOR. We discuss what SOFR is, the types of SOFR, conventions for SOFR, and using SOFR in loan agreements.
Amendments to the OHSA Consolidate Reporting Requirements for Workplace Accidents Effective July 1, 2021
The Ontario government introduced amendments to Regulations under the Occupational Health and Safety Act to consolidate accident reporting requirements.
Amendments to the Ontario Business Corporations Act remove Canadian resident director requirement and ease rules for written shareholder resolutions.
Commissioners warn that privacy considerations must be “front and centre” as organizations develop and implement vaccine passports in the coming months
Ontario has also passed legislation to protect commercial tenants.
With the proclamation of the Red Tape Reduction Implementation Act (Alberta) into law on March 29, 2021, director residency requirements have been eliminated.
This bulletin focuses on Ontario’s Capital Markets Modernization Taskforce's recommendations aimed at ensuring a level playing field.
FCA announces dates for the official cessation and loss of representativeness of LIBOR. Implications for Lenders.
iAnthus Decision Changes the Landscape for Corporate Plans of Arrangement under the BCBCA by Permitting Third-Party Releases
The iAnthus decision affirmed by the Court of Appeal holds that a British Columbia company can use the BCBCA to restructure and obtain 3rd party releases.
IBA and FCA expected to make announcement about the official cessation of LIBOR. Timelines for ceasing new issuances of LIBOR loans.
The 2021 updates to the merger thresholds under Canada's Competition Act and Investment Canada Act have been announced.
Canada blocked Shandong Gold's acquisition of TMAC Resources following a national security review under the Investment Canada Act.
In November 2020, KPMG released the B.C Tech Report Card 2020. The Report Card outlined the current state of the British Columbia technology sector.
Do Not Go Directly to Jail – Just Yet Anyway: Competition Bureau Confirms its View that Buy-Side Agreements between Competitors are not Criminally Unlawful
On November 27, 2020, the Competition Bureau clarified its view that the criminal cartel provisions of the Competition Act do not apply to buy-side agreements.
With the recent surge in M&A activity in the oil and gas sector, the Competition Bureau may call on industry participants to investigate some of these deals.
Mandatory Indoor Face Coverings: What Ontario Employers Need to Know
Ontario Modernizing its Business Corporations Act
This bulletin discusses issues with the use of the term "consequential damages" in exclusion clauses and limitation of liability clauses.
Ontario passes new protected leave of absence for employees impacted by COVID-19, and suggests COVID-19
cases should be reported as occupational illnesses.
Heading for the Exit: Preparation for the Sale of your Business
Review and analysis of recent developments where parties try to rely on MAE clauses as a mechanism to avoid closing a transaction.
Organizations operating in Canada are advised to immediately review their privacy-related policies and marketing to avoid false or misleading representations
Federal Government Relief Programs for Small and Medium Enterprises
Alberta Government Passes Bill 12, Liabilities Management Statutes Amendment Act, 2020 – What You Need to Know
What you need to know about the Alberta Government's Bill 12 in relation to Liabilities Management Statutes Amendment Act, 2020.
This bulletin analyzes the failing firm merger provision of Canada's Competition Act in anticipation of the negative economic impact of COVID-19.
The author discusses the recent trend toward borrower-friendly loan documents and the remedies available to lenders in Canada.
Restructuring options and challenges in the time of COVID-19.
Key takeaways from the ABA's 2019 Canadian Private Target M&A Deal Points Study
The authors discuss challenges to maintaining legal privilege in M&A transactions. Parties in Ontario can learn from the experience of other jurisdictions.
Challenges and Opportunities for Canadian Investors in Brazilian Insolvency Proceedings: Lessons from the IBA’s 2019 Global Restructuring Conference
The authors discuss unique aspects of Brazil's insolvency regime relevant for Canadian investors, including the role of equity, DIP loans, and jurisdiction.
This article provides thought-provoking and practical advice to Private Equity investors for minimizing antitrust risks to proposed transactions in Canada.
Authors discuss changes in 2019 to Canadian corporate and restructuring statutes and their possible implications for insolvency practice in Canada
The Ontario Court of Appeal has confirmed in a recent decision that an employee’s duty to mitigate following a without cause termination does not require the employee to accept a notably lesser position with the same employer.
Don’t Count Your Efficiencies Before They Hatch: Exploring The Factors That Impact A Railway’s Operating Ratio
Canadian Pacific Railway (“CP”) has significantly reduced its operating ratio in the past few years.
On the Record: Private Corporations in British Columbia Will Soon be Required to Collect and Disclose Shareholder Information
On April 2, 2019, the Government of British Columbia (the “Government”) introduced Bill 24, the Business Corporations Amendment Act, 2019 (the “Bill”).
Bill C-97 (the “Bill”) was introduced in Parliament to implement the federal budget tabled by the Liberal government on March 19, 2019.
A limited partnership is typically used for private equity funds in Canada.
A wide range of private equity transactions is common in Canada, including going-private transactions, private investments in public companies and private company buyouts.
On April 1, 2019, the Canadian Transportation Agency (“Agency”) announced the publication of proposed regulations (the “Proposed Regulations”) in the Canada Gazette to implement certain aspects of the Transportation Modernization Act (Bill C-49) (“TMA”).
On December 13, 2018, Bill C-86, A second Act to implement certain provisions of the budget tabled in Parliament on February 27, 2018 and other measures, otherwise known as the Budget Implementation Act was given royal assent.
The ASC has updated ASC Rule 72-501 Distributions to Purchasers Outside Alberta and its companion policy to facilitate cross-border investment.
Finance Proposes Amendments to Limit Holding Company – Input Tax Credit Claims (“ITC”) and Seeks Consultations on Further Possible Changes
Dept of Fin proposed amendments describing conditions for when taxable acquisitions imports of property or services by holding companies could make ITC claims
The Government of Canada's decision to reject the proposed acquisition of Aecon, a major Canadian construction services firm, by China Communications
An Update on CSA Policy Initiatives to Reduce Regulatory Burden for Reporting Issuers
The 2018 increases to the merger thresholds under Canada's Competition Act and Investment Canada Act have been announced.
Securities Regulators Ban Short-Term Binary Options
HKEX's Proposed New Board Presents Unique Opportunities for Early Stage Tech Canadian Companies
Investment Canada Act Threshold Increases to $1 Billion (Cdn)
What's Market in Canada, eh?
A Comparison of Two Canadian Private Target M&A Deal Point Studies
Regulators Rethink "Best Interest" Standard for Registrants
Proxy Access in Canada -- Another US Corporate Law Practice Makes Its Way Up North
Bill C-49: Government of Canada Proposes to Amend the Canada Transportation Act
McMillan will be hosting a luncheon seminar which will provide an overview of the China Angels Mentorship Program (CAMP).
The US Trust Indenture Act, Out of Court Restructurings and the Marblegate Decision
The Concerns with Social Media use by Reporting Issuers in Canada
CSA Provides Cybersecurity Risk Disclosure Guidance and Best Practices for Reporting Issuers
Arbitration Clauses and Shareholder Disputes: Clarity from the Ontario Court of Appeal
Tips for Startups – Intellectual Property and its Value to Your Company
Prospectus Exemption for Start-Up Businesses
Canada Revenue Agency Frowns Upon the Use of US LLPs and LLLPs
Tips for Startups – Understanding the Stages of Equity Financing
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