Our dynamic and entrepreneurial national private equity team advises on all aspects of our clients’ businesses.
Our clients include large and mid-market private equity firms, as well as pension funds, sovereign wealth funds, family offices and other institutional investors, based in Canada and elsewhere.
With offices across Canada’s major commercial centres and in New York and London, our national private equity team has substantial presence and capabilities to help our clients successfully complete transactions nationwide and across borders. Consisting of experts in various practice and industry specializations, our team’s diversity gives us the ability to provide seamless and comprehensive advice.
We take an active interest in our clients’ businesses so that we can deliver best-in-class legal advice through the practical lens of our clients’ business interests. As active participants in the private equity industry, we advise our clients on key trends and issues, mitigate risk and apply innovative strategies to acquisitions, dispositions, joint ventures and other transactions.
On Target: 2021 Private Equity Outlook
We represent our private equity clients in all aspects of their business, including:
- Buy-out and Other Strategic Investments
We advise buyers and sellers in leveraged buy-out, management buy-out, going-private, minority stake/growth capital and other transactions involving private equity investors seeking to acquire or invest in domestic and cross-border businesses.
- Consortium and Joint Venture Investments
We structure and negotiate sophisticated transactions for consortium and joint venture investment vehicles and the constituents thereof, and work with clients to create bespoke solutions for complex mandates.
Our experienced team members guide our clients at every stage of competitive bid processes and ensure that their interests drive negotiations. Our team engages with our clients on their deal strategies and regularly navigates securities, financing, regulatory and other transactional issues.
- Liquidity Events
We are actively involved in identifying, structuring and implementing strategies to assist private equity investors disposing of investments, re-capitalizing end-of-term funds and selling general partner stakes. These strategies can include an initial public offering, sale to a strategic buyer or financial buyer, recapitalization, secondary sale and other transactions providing investors, portfolio companies or the general partners with liquidity.
- Distressed Opportunities
Our team advises clients on national as well as global investments, including sourcing opportunities, clearing regulatory challenges, structuring loan-to-own transactions, receiverships and stalking-horse bids in both debt acquisitions and turnaround transactions.
- Fund Formation and Fund Investment
We regularly establish private equity and other investment funds and advise on raising and deployment of capital, securities and fund regulatory compliance, governance, management compensation, carry structures, tax structuring, fund restructuring and securities regulatory misconduct and enforcement. We have deep knowledge of key commercial and tax provisions and legal issues relevant to all parties involved in fund formation and fund investment and governance activities. We also regularly act for Canadian and international institutional investors, sovereign wealth funds and many others, acting as anchor investors in the context of initial closing of funds and co-investments.
- Senior, Mezzanine and Other Financing
Our team has extensive experience in advising on all aspects of senior, second lien and other leveraged debt financing in support of acquisitions, management buy-outs and other investments by buy-out investors. We have acted for a number of mezzanine funds and lenders in structuring a wide range of mezzanine financings and preferred equity deals, which include a variety of innovative equity participation structures.
- Management Compensation and Incentive Plan Arrangements
Our private equity team includes best-in-class tax, executive compensation and employee benefits advice. We routinely work with our clients to structure equity rollovers and carry participation and other incentive plans that maximize retention rates following buyouts and enhance productivity.
The firm’s strengths in private equity span a number of industries, including, without limitation:
- Life Sciences
- Oil & Gas
- Real Estate
- Retail and Consumer Products
We understand the business of the target companies of private equity firms as well as the industries and contexts in which they operate, including particular regulatory regimes, industry dynamics and capital structures. Because private equity firms require a fully equipped legal team, our Private Equity team provides a full-service approach, supported by project management lawyers and professionals who ensure that we deliver efficiently and effectively on the needs of our clients. We routinely work closely and in concert with leading law firms in the U.S. and overseas.
Members of our private equity team have advised on the following transactions, among many others:
- Magris Resources Canada Inc. in its definitive agreement to acquire substantially all the assets of Imerys Talc America Inc., Imerys Talc Vermont Inc. and Imerys Talc Canada Inc.
- Caisse de dépôt et placement du Québec in its agreement with Alstom to convert its current investment in Bombardier Transportation into shares of Alstom, following the US$8.2 billion acquisition of Bombardier Transportation by Alstom
- Brookfield Infrastructure Partners in its US$2.6 billion agreement to acquire Cincinnati Bell Inc.
- Rhône Capital:
- in its US$5.2 billion sale of a majority stake in GardaWorld to BC Partners
- as a continuing shareholder in the C$1.11 billion privatization of Hudson’s Bay Company
- Special Committee of the Board of Directors of Oaktree Capital Group in its US$4.7 billion acquisition of 62% of its business by Brookfield Asset Management
- Brookfield Infrastructure and GIC in its US$8.4 billion acquisition of Genesee & Wyoming Inc.
- TD Greystone Asset Management, on behalf of and as manager of the Greystone Infrastructure Fund, and Applegreen plc, IST3 Investment Foundation, acting on behalf of its investment group IST3 Infrastruktur Global, (together, the “Consortium”), in the acquisition of JLIF Holdings (Project Service) US, Inc. and its 100% subsidiary Project Services LLC, which operates the Connecticut Service Plazas
- CVC Capital Partners Asia Fund IV in its acquisition of OANDA Global Corporation
- Mubadala Capital, Parkjockey and Softbank in their acquisition of Impark from a subsidiary of Ontario Teachers’ Pension Plan Board
- Slate Asset Management L.P. in its:
- minority equity investment from Goldman Sachs’ Petershill Group
- C$1.14 billion acquisition of a portfolio of properties from Cominar REIT
- Brookfield Asset Management in the C$4.3 billion acquisition of Enercare Inc. by Brookfield Infrastructure Partners
- CCMP Capital Advisors in its approximately US$1 billion acquisition of BGIS from Brookfield Asset Management
- TD Greystone Asset Management and IST3 Investment Foundation in their C$1.7 billion agreement to acquire up to 100% of Alberta PowerLine from Canadian Utilities Limited and Quanta Services Inc.
- InstarAGF Asset Management Inc. in its:
- investment in Steel Reef Infrastructure Corp
- acquisition of AMPORTS, Inc. from Lincolnshire Management, Inc.
- acquisition of Skyservice Investments Inc., through the InstarAGF Essential Infrastructure Fund
- InstarAGF Asset Management, Partners Group and Kilmer Van Nostrand Co. Limited in the sale of Billy Bishop Toronto City Airport’s passenger terminal to JP Morgan Asset Management
- Ares Management L.P. in the acquisition of Convergint Technologies
- Walter Capital Partners in:
- its acquisition of a substantial stake in the share capital of Athos Services Commémoratifs Inc.
- its acquisition of Edge Imaging Inc.
- its acquisition of Plasticase Inc.
- the going-private transaction of Ergoresearch Ltd.
- Cortland Partners, LLC in its US$1.2 billion acquisition of Pure Multi-Family REIT LP
- Acuity Brands, Inc. in its acquisition of The Luminaires Group from Sentinel Capital Partners
- GI Partners in the acquisition of Insurity Inc.
- Novacap in its:
- acquisition of Spectrum Health Care
- acquisition of Joseph Ribkoff Inc.
- Maple Red Financial Management Canada in its sale of the Bentall Centre complex in Vancouver to Blackstone Property Partners
- Odyssey Investment Partners and its portfolio company Barcodes Group in its acquisition of the business of QSG
- Thompson Street Capital Partners:
- in its acquisition of T-Base Communications Inc.
- and its portfolio company Tropichem Research Labs, LLC in Tropichem’s acquisition of TetraGenx Animal Health
- City Capital Ventures in its acquisition of Burger King and Pizza Hut franchisee business from Redberry Group
- Proterra Investment Partners as an investor in the US$212 million financing by Tacora Resources to fund the restart of the Scully Mine in Wabush, Newfoundland and Labrador
- Greystone Managed Investments Inc. in its establishment of Greystone Infrastructure Fund’s energy infrastructure platform, and acquisition of a portfolio of nine power plants in Alberta from a private equity fund managed by Kensington Capital Advisors Inc.
- ACON Investments L.L.C. and its affiliates in its acquisition of Goody Products
- Olympus Growth Fund VI, LP in the acquisition of Rise Baking Artisan Bread, Inc., Rise Baking Sweet Goods, Inc. and PBF Pita Bread Factory Ltd.
- NextEra Energy Partners LP in its US$1.27 billion sale of wind and solar generation assets to Canada Pension Plan Investment Board
Members of our private equity team have led the following fund formations, among many others:
- Fiera Capital in the launch of its new Fiera Properties CORE Mortgage Fund and the appointment of Fiera Properties Debt Strategies Ltd. as the lead of the mortgage strategy
- Slate Asset Management L.P. in its formation and financing of Slate Canadian Real Estate Opportunity Fund I L.P., Slate Canadian Real Estate Opportunity Fund II L.P., Slate European Real Estate Limited Partnership I and Slate European Real Estate Limited Partnership II
- Northleaf Capital Partners in its C$300 million final closing for Northleaf Venture Catalyst Fund II
- Fiera Comox Partners in the formation of:
- Global Agriculture Open-End Fund L.P., a global open-end agriculture fund focused on agriculture and investing globally
- Glacier Global Private Equity Fund I L.P., a global private equity fund combining fund investments and direct investments
- Fiera Comox Private Credit Opportunities Open-End Fund, a global private debt fund
- KPS Capital Partners, LP in the US$7 billion first and final closings of KPS Special Situations Fund V and KPS Special Situations Mid-Cap Fund
- Urapi Sustainable Land Use L.P., a private equity fund that invests in agroforestry projects in South America
- Stonebridge Infrastructure Debt Fund I L.P. in the course of its initial closing and subsequent closings of Stonebridge Infrastructure Debt Fund I Limited Partnership, a private debt fund, providing private debt loans in the infrastructure and energy sector
- Stonebridge Infrastructure Debt Fund II L.P. in the course of its initial closing and subsequent closings, of Stonebridge Infrastructure Debt Fund II Limited Partnership, an opened-end private debt fund (with committed capital in excess of $380 million) focused on infrastructure and energy related project financing
- Walter Financial and Walter Capital Partners in respect of the establishment of a private equity platform and its initial funds
- Instar Group Inc. in respect of the establishment of Instar AGF Asset Management Inc., an asset management platform in association with AGF Management Limited
Chambers & Partners: Private Equity, Corporate/M&A and Corporate/Commercial
Consistently recognized as a leading firm
The Legal 500 – Corporate M&A
Tier 1 in Corporate and M&A
M&A (ILFR 1000)
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The Deal: Private Equity
Consistently recognized as a leading firm