Topic: Antitrust, competition and regulatory

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2017 merger review thresholds for Competition Act and Investment Canada Act

By Kevin Ackhurst (Toronto) on March 3, 2017 Posted in Antitrust, competition and regulatory, M&A

The threshold for certain pre-closing net benefit reviews under the Investment Canada Act (ICA) and the threshold for a pre-closing merger notification under the Competition Act have been increased for 2017. Competition Act Canada uses a two part test for determining whether a pre-merger notification is necessary. The two-part test is based on the size … Continue reading

National security guidelines shed light on Investment Canada review process

By Kevin Ackhurst (Toronto) on December 20, 2016 Posted in Antitrust, competition and regulatory, M&A

On December 19, 2016, the Government of Canada issued long-sought guidelines to help foreign investors and their advisors understand the national security review process under the Investment Canada Act (ICA). Following amendments to the ICA in 2009 the government has had the explicit authority to review investments in Canadian businesses by non-Canadians to determine whether … Continue reading

Bitcoin update: cryptocurrency remains rare in M&A transactions despite potential

By Matthew Lau (Toronto) on September 29, 2016 Posted in Antitrust, competition and regulatory, Finance, M&A

Bitcoin remains a fringe currency in the context of M&A transactions. Despite some notable advantages over fiat currency, the risks associated with funding a large transaction using the cryptocurrency have limited its use to deals between players in the Bitcoin space. This article provides an update to our previous article on Bitcoin’s viability as a … Continue reading

Ontario’s Bulk Sales Act: Repeal at last?

By Troy Ungerman (Toronto) on July 7, 2016 Posted in Antitrust, competition and regulatory

Last year we reported on Ontario’s distinction as the only Canadian province that has not repealed its century-old Bulk Sales Act (the Act). With its goal of creditor protection now served by more modern legislation, the Act is generally viewed as a nuisance, adding time and cost to transactions. However, the wait may soon be … Continue reading

New merger review thresholds for Competition Act and Investment Canada Act

By Kevin Ackhurst (Toronto) on February 9, 2016 Posted in Antitrust, competition and regulatory

The threshold for certain pre-closing net benefit reviews under the Investment Canada Act (ICA) and the threshold for a pre-closing merger notification under the Competition Act have been increased for 2016. Competition Act Canada uses a two part test for determining whether a pre-merger notification is necessary. The two-part test is based on the size … Continue reading

Keeping up with the Competition Bureau: recent position statements

By Troy Ungerman (Toronto) on September 30, 2015 Posted in Antitrust, competition and regulatory, Corporate finance

Under the Competition Act, RSC 1985 c. C-34, the Competition Bureau (Bureau) reviews mergers to assess whether they are likely to substantially lessen or prevent competition in one or more relevant markets. As stated in its Merger Enforcement Guidelines (Guidelines), the Bureau generally makes its determination by assessing the competitive effects of the merger in … Continue reading

Foreign investment rule changes: narrowed scope but deeper reach

By Kevin Ackhurst (Toronto) on March 27, 2015 Posted in Antitrust, competition and regulatory

On March 25, 2015 the Canadian government published two long-awaited regulations amending the Investment Canada Act. One is intended to reduce the number of transactions that are subject to pre-closing review and approval, but will increase the amount of detailed information required in routine filings for transactions that are not reviewable. The second will lengthen … Continue reading

New merger review thresholds for Competition Act and Investment Canada Act

By Kevin Ackhurst (Toronto) on February 5, 2015 Posted in Antitrust, competition and regulatory, Corporate finance

The threshold for a pre-closing net benefit review under the Investment Canada Act and the threshold for a pre-closing merger notification under the Competition Act have been increased for 2015. Investment Canada Act The direct acquisition of control of a Canadian business by a non-Canadian from a WTO-member country is subject to pre-closing review and … Continue reading

Supreme Court clarifies test for merger review in Canada

By Kevin Ackhurst (Toronto) on January 26, 2015 Posted in Antitrust, competition and regulatory, Corporate finance

Lays waste to Commissioner’s case on efficiencies, but serves as reminder of hazards of internal documents On January 23, 2015, the Supreme Court of Canada (SCC) released its much-anticipated decision in Tervita Corp. v Canada (Commissioner of Competition). In 2011, the Commissioner of Competition (Commissioner) challenged Tervita Corp.’s merger with a potential competitor, Complete Environmental Inc., … Continue reading

Hidden dangers in M&A: bribery and corruption

By Troy Ungerman (Toronto) on July 29, 2014 Posted in Antitrust, competition and regulatory, Corporate finance

Embarking on an international M&A transaction can be an exhilarating time for any company, although there are a host of business and legal issues involved in choosing an appropriate target. One issue that often gets overlooked is the target company’s anti-corruption and bribery practices. As Canadian companies continue to grab up international market space, they … Continue reading

Bureau allows Reynolds to acquire Novelis’ North American foil business

By Kevin Ackhurst (Toronto) on July 15, 2014 Posted in Antitrust, competition and regulatory, Corporate finance

On November 15, 2013, Reynolds Consumer Products, Inc. (Reynolds) agreed to acquire the North American division of Novelis Foil Products for $35 million. Six months later, on May 26, 2014, the Competition Bureau (Bureau) allowed the acquisition by issuing a No Action Letter to Reynolds and announcing that the merger would be unlikely to cause … Continue reading

Cross-border lumber deal felled by Competition concerns

By Kevin Ackhurst (Toronto) on July 8, 2014 Posted in Antitrust, competition and regulatory, Corporate finance

Tennessee-based Louisiana-Pacific Corporation (LP) recently abandoned its proposed acquisition of Canadian competitor Ainsworth Lumber Co. Ltd. (Ainsworth). The decision came several days after an announcement by U.S. Department of Justice (DOJ) and an announcement by the Canadian Competition Bureau (Bureau) that they each considered the transaction would likely substantially lessen competition of the sale of … Continue reading

New merger review thresholds for Competition Act and Investment Canada Act

By Kevin Ackhurst (Toronto) on January 21, 2014 Posted in Antitrust, competition and regulatory, Corporate finance

The threshold for a pre-closing net benefit review under the Investment Canada Act and the threshold for a pre-closing merger notification under the Competition Act have been increased for 2014. Investment Canada Act The direct acquisition of control of a Canadian business by a non-Canadian from a WTO-member country is subject to pre-closing review and … Continue reading

Global perspective on competition and antitrust issues

By Kevin Ackhurst (Toronto) on October 16, 2013 Posted in Antitrust, competition and regulatory

The latest edition of Norton Rose Fulbright’s Competition World is now available. This award-winning quarterly publication provides a global survey of recent competition and antitrust law developments in a practical and accessible format. Of particular relevance in this edition is an overview of bid-rigging, which is a criminal offence in Canada and in many other … Continue reading

Canada blocks telecom deal for national security reasons

By Kevin Ackhurst (Toronto) on October 8, 2013 Posted in Antitrust, competition and regulatory, Technology and innovation

The Canadian government has used the Investment Canada Act to block the proposed acquisition of the Allstream division of Manitoba Telecom Services Inc. by Accelero Capital Holdings for national security reasons. On October 7, 2013, the Minister of Industry, James Moore, issued a brief statement in which he noted: MTS Allstream operates a national fibre optic network that provides critical telecommunications … Continue reading

Webinar – M&A in 2013: FCPA successor liability issues

By guestauthor on August 23, 2013 Posted in Antitrust, competition and regulatory

Join us on Thursday, September 19, 2013, for a webinar on FCPA successor liability issues. This program will provide an inside look at recent FCPA enforcement trends of the DOJ and SEC in connection with successor liability, including guidance the enforcement agencies have provided regarding M&A due diligence and current industry specific focus areas. Register now … Continue reading

Investment Canada Act amendments raise questions for state-owned enterprises

By Kevin Ackhurst (Toronto) on May 13, 2013 Posted in Antitrust, competition and regulatory

Following its approval in December 2012 of two high-profile transactions involving foreign state-owned enterprises acquiring Canadian businesses, the Canadian government announced new policies that would guide the minister of industry in applying the Investment Canada Act (ICA) to subsequent similar transactions. On April 29, 2013, the government introduced its budget implementation bill, Bill C-60, which … Continue reading

Federal Court of Appeal endorses projecting future events in upholding Canadian Competition Tribunal decision

By Kevin Ackhurst (Toronto) on March 8, 2013 Posted in Antitrust, competition and regulatory

On February 11, 2013, the Federal Court of Appeal (FCA) released its reasons in Commissioner of Competition v Tervita Corporation, an appeal of the Competition Tribunal’s (the Tribunal) 2012 divestiture order against Tervita. The case is important because it marks the first time the commissioner of competition has successfully challenged a merger based on a … Continue reading

New Merger Review Thresholds for Competition Act and Investment Canada Act

By Kevin Ackhurst (Toronto) on January 14, 2013 Posted in Antitrust, competition and regulatory

The threshold for a pre-closing net benefit review under the Investment Canada Act and the threshold for a pre-closing merger notification under the Competition Act have been increased for 2013. Investment Canada Act: the direct acquisition of control of a Canadian business by a non-Canadian from a WTO-member country is subject to pre-closing review and … Continue reading

Navigating the new Investment Canada rules for state-owned enterprises

By nrfdigitalteam on December 11, 2012 Posted in Antitrust, competition and regulatory

On December 7, 2012, the Canadian government approved two proposed investments in Canadian energy companies by state-owned enterprises (SOEs) under the Investment Canada Act (ICA): the proposed acquisition by PETRONAS of Progress Energy Resources Corp. (Progress) and the proposed acquisition of Nexen Inc. (Nexen) by China National Offshore Oil Company (CNOOC). Norton Rose Canada represented … Continue reading

Mandatory Jail Time for Certain Competition Act Offences Now in Effect

By Kevin Ackhurst (Toronto) on November 20, 2012 Posted in Antitrust, competition and regulatory

Effective today, an individual convicted of certain violations of the Competition Act (Canada) may be punished with prison time instead of community service. These offences include price-fixing, bid-rigging and misleading advertising. For more information please see Norton Rose’s Legal Update on the topic prepared by our colleague Stephen Nattrass here. Merging parties should take note of these amendments because … Continue reading

There’s a new sheriff in town: government announces Interim Commissioner of Competition

By Kevin Ackhurst (Toronto) on September 27, 2012 Posted in Antitrust, competition and regulatory

Following the resignation of Melanie Aitken as Commissioner of Competition, the federal government announced on September 26, 2012 that John Pecman would serve as Interim Commissioner of Competition for up to one year. Pecman, most recently Senior Deputy Commissioner – Criminal Matters Branch, has worked at the Bureau for almost thirty years and served in … Continue reading

Leadership changes and other merger developments at the Competition Bureau

By Kevin Ackhurst (Toronto) on July 11, 2012 Posted in Antitrust, competition and regulatory

Dealmakers should take note of several recent significant merger-related developments at the Competition Bureau: Commissioner’s Resignation – The head of the Bureau, Commissioner of Competition Melanie Aitken, announced that she intends to resign in September 2012; New Head of the Mergers Branch – Effective August 7, 2012, there will be a new head of the Mergers Branch, which has … Continue reading