Creating value beyond the deal

In today’s M&A market, dealmakers are increasingly under pressure – resulting from increased disruption, industry convergence, technological change and the need to shift to new business models to stay competitive – to maximize and deliver value from each deal they do. One would think, therefore, that value creation would be a priority for dealmakers. However, a recent report by PwC (prepared in conjunction with Mergermarket and Cass Business School) shows that this may not be the case.

Key findings from the report include:

  • Many acquisitions and divestments do not maximize value – even when some dealmakers think they do. Based on total shareholder return, 53% of buyers and 57% of sellers underperformed their industry peers, on average, over the 24 months following completion of their last deal.
  • Companies that prioritize value creation early on have a better track record of maximizing value in a deal. Acquirers and divestors that prioritize value creation outperform their industry benchmark by 14% and 6%, respectively, on average 24 months after the deal closes.
  • Priorities can be mixed. A significant number of dealmakers (66% of acquirers) say that value creation should have been a priority right from the start, but only 34% of acquirers surveyed said that value creation actually was a priority on Day One (deal closing).

To ensure that value is created beyond the deal, PwC suggests an approach built around 3 core areas:

  1. Stay true to strategic intent: The organization needs to approach deals as part of a clear strategic vision and align deal activity to long-term objectives as opposed to engaging in opportunistic deal-making (which can create value, but not as often).
    • 86% of acquirers say that creating significant value was part of a broader portfolio strategy rather than opportunistic.
    • 93% of organizations who reported significant value creation invested 6% or more of their total deal value in integration.
  2. Be clear on all the elements of a comprehensive value creation plan – it should be a blueprint, not a checklist. There should be a thorough and effective process for conducting the deal with the required diligence and rigour in the value-creation process across all areas of the business.
    • 89% of sellers say there is room for improvement on optimizing the tax and legal structure of the deal.
    • 83% of sellers say there is room for improvement on extracting working capital.
    • 79% of buyers whose deal lost value did not have an integration plan in place at signing.
  3. Put culture at the heart of the deal. Making sure that people and cultural aspects are considered during the planning stage is fundamental. Wide engagement and communication of value creation will help to retain key personnel and build employee buy-in. Failing to plan for cultural change can be significantly detrimental to long-term value creation.
    • 89% of divestors surveyed believe they could drive more value from a sale by engaging with management more closely.
    • 82% of companies who say significant value was destroyed in their latest acquisition lost more than 10% of key employees following the transaction – this can be a problem when an increasing number of deals are “asset light” or made up of predominantly “people-centric” intangibles.

The author would like to thank Scott Thorner, articling student, for his assistance in preparing this legal update.

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eSports: a new MVP for real estate?

As we have previously discussed, the eSports industry has garnered immense popularity and is projected to grow considerably. While this projected growth may present new targets for acquisitions, partnerships, sponsorships and the like, it may also create new real estate opportunities – specifically, in the form of eSports stadiums and arenas. Although likened to traditional sports stadiums and arenas, the infrastructure, facilities and amenities of their eSports counterparts will be quite different. Most notably, these venues will be constructed with an emphasis on the “fan experience” and technology. The eSports stadiums and arenas already in operation throughout the United States appear to reflect this focus.

Additionally, these eSports venues have the potential to be transformative. By equipping players with the technologies required to play and compete, and by providing fans with a physical space to gather, socialize and cheer on their favourite teams and players, video games will no longer only be considered “at-home” experiences but rather, live social events. In fact, as the title of an article recently published by Cushman & Wakefield on the topic suggests, eSports may be “a game changer in real estate”.

According to the same Cushman & Wakefield article, the types of real property where we may expect to see the opening of eSports stadiums and arenas include locations with higher vacancies such as certain malls, older offices located in suburbs proximate to major cities, theme parks and even hotels. Consistent with the foregoing, many of the eSports stadiums and arenas already in existence appear to have been constructed on pre-existing properties previously operated for other purposes such as convention halls, nightclubs, movie theaters and the list goes on. Nevertheless, if the eSports industry continues to grow as anticipated, we will likely see the construction of custom-built venues that are specifically intended to be used for eSports stadiums and arenas. Indeed, later this year, Canada is poised to see the opening of The Gaming Stadium in Richmond, British Columbia, its first ever custom-built eSports stadium. In a press release announcing the stadium, the company behind The Gaming Stadium expressed its goal of providing “a community-driven location that is open for players of all ages and skill levels to watch and participate year-round.”

By stimulating demand for the development of new types of properties – that is, eSports stadiums and arenas, the projected growth of the eSports industry could be a slam dunk for real estate.

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Asset and wealth management M&A activities in 2018 and beyond

Merger and acquisition activities in 2018 in the asset and wealth management sector logged a total of 140 deals, up 5% from last year. According to an overview published by PwC, the total announced value of the M&A deals was US$14.9 billion, which represented a year-over-year increase up 72% – the highest percentage increase since 2009. Interestingly, almost 40% of deals in this sector were made during the last quarter of 2018, totalling US$9.9 billion in deal value. Specifically, there were three mega-deals that exceeded US$1 billion during the fourth quarter. With respect to deal volume, the fourth quarter of 2018 also saw more than twice as many deals than in the third quarter.

There were several drivers behind the growth in M&A activities in the asset and wealth management sector in 2018, many of which will continue to play a role in 2019. Firstly, it is estimated that there are over 10,000 mutual funds and ETFs in the U.S.. In such a crowded space, asset managers tended to consolidate by buying out competitors and strengthening their market positions. Secondly, according to the PwC research, both actively managed mutual funds and passively managed funds face intense fee pressure and are expected to drop their management fees about 20% by 2025.

Furthermore, low cost passive funds and ETFs continue to attract clients and assets and they are not showing signs of slowing down any time soon. This may be because over the long run, ETFs have typically outperformed indices. On the other hand, the vast majority (approximately 85%) of actively managed funds have underperformed their benchmarks over a 10- and 15-year period. As such, asset managers face pressure to deliver value for the hefty management fees that they charge. In addition, there are global opportunities out there for asset managers who are looking to expand their distribution in the international markets. As such, we may see more outbound M&A or joint ventures taking place in the coming year with asset and wealth management firms based outside of the US. Lastly, insurance companies also make deals to complement their line of business and build up their investment capabilities. Insurers will likely continue use deals to grow their client offerings and improve their general account investments in 2019.

The trends above notwithstanding, how are industry executives viewing the outlook in the asset and wealth management space? In an E&Y M&A report, 38% of executives at asset and wealth management firms indicated that they expect to engage in M&A activities in 2019, down from 51% in May 2018. These executives cite regulatory, geopolitical and policy uncertainties as key risk factors that may cause asset wealth managements to hold off on M&A activities in 2019. In addition, more emphasis will be placed on post-deal integration in 2019 as many executives indicate that the deals they made in 2018 achieved lower synergies after the merger than expected. As such, 45% of executives indicated that they will prepare earlier for the post-deal integration whereas 21% of them will be more careful in choosing the right leadership team for the integration process. Furthermore, 57% of executives indicated their optimism for the M&A market in 2019, expecting that private equity will become a dominant player in the market.

Given all the above developments, 2019 will certainly prove to be an interesting year for the asset and wealth management industry. Stay tuned for additional developments.

The author would like to thank Coco Chen, articling student, for her assistance in preparing this legal update.

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Know your worth: should you disclose undisclosed intangibles on financial statements?

Intangible assets are the non-monetary, non-physical assets of a business, including its rights, goodwill, overarching brand, and other intellectual property (IP) (i.e., patents, trademarks, copyrights, trade secrets). These types of assets represented 52% of the global enterprise value in 2018; however, 80% of that value went wholly undisclosed on companies’ balance sheets. Why are businesses’ financial disclosures largely silent with respect to intangible assets? Should companies consider reporting on such resources?

Currently, the International Financial Reporting Standards (IFRS), which are commonly followed in Canada, do not allow for businesses to recognize most internally-generated intangible assets on their financial statements. Only externally-acquired assets (i.e., those obtained through a business consolidation or other M&A transaction) will necessarily crop up in financial reporting documents. As a result, regular and reliable determinations of where intangible value is or is not being generated and utilized are unavailable, frustrating both company and interested stakeholder efforts at evaluating a business’ resources, management, and worth.

In its recent report, Brand Finance suggested a new approach to financial reporting, whereby the fair values of all intangible assets would be annually determined and reported on by management, accompanied by notes expounding on the nature of each asset, any assumptions relied upon in arriving at the values disclosed, and an explanation of the health and maintenance of such assets. Brand Finance would require that boards disclose their opinions on the fair value of their company’s key intangible assets through “living” balance sheets, the practice of which will benefit customers, investors, and other stakeholders.

Some of the potential benefits which could stem from the consistent internal valuation of, and reporting on, intangible assets include:

  • Deal draw: more meaningful and fulsome financial reporting would likely prove attractive for potential investors and partners, as well as other lenders and creditors, by allowing for informed decision-making and fostering trust through transparency. Further, when the time comes for a M&A opportunity, those crucial intangible valuations are already accurately and reliably determined so as to better facilitate information exchange and price assessment.
  • Better informed management: management would have a more comprehensive understanding of the business’ aggregate assets and its overall value if intangible assets were regularly evaluated in-house. Cyclically attributing accurate values to unseen and previously unreported assets will also encourage informed management action directed at bolstering and preserving such assets and their related benefits. Given such information, management personnel will be better equipped to allocate resources and plan into the future.
  • Increased innovative investments: reporting on intangible assets will also likely encourage investments in the same. A consistent awareness of such assets’ value, and the peaks and valleys thereof, will highlight the growing worth of such intangibles, or any notable deficits. Further research and development into innovative and improved IP and other intangibles can benefit individual companies and broader industries alike.

Accordingly, beyond serving as a “big slice” of any M&A deal’s purchase price, the value of a company’s intangible assets could also act as an apt internal marker, encouraging and guiding appropriate action, inventiveness, and allotments. A holistic understanding of any given business necessarily demands familiarity with its key assets, and who better to evaluate and market intangibles information than the company itself?

It may be time to consider the value in regularly reporting on your business’ intangible assets through financial disclosures. If you would like more information or advice in relation to such an inclusion and any potential tax consequences, please contact a member of our team.

The author would like to thank Sarah Pennington, articling student, for her assistance in preparing this legal update.

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Are you a processor of personal information?

The typical business model has significantly expanded in recent years, and often includes an element of collecting, using, storing or modifying personal information (also known as “processing”). If you are involved in processing personal information, you may likely be considered a “processor”. As a processor, it is crucial to understand the principles for processing data as well as the rights of the individuals whose personal information you are processing.

The following are some key principles for processing personal data:

  • Lawful Reason and Consent: Canadian privacy law typically requires processors to obtain consent from individuals in order to process their personal information. Such consent must be informed, i.e. the individual must understand why the data is being collected, how it will be used, etc.
  • Restricted Purpose: Processors are required to disclose the purposes for which the data is being collected. Processors are confined to that purpose, unless additional consent is obtained, or if disclosure is required by law.
  • Proportionality: Proportionality is an overarching principle that requires processors to limit their collection and use of personal information to what a reasonable person would consider appropriate in the circumstances.

Equally important to the principles are the rights that individuals have with respect to the processing of their personal information. Individual rights include:

  • Access Rights: Upon request of the individual, a processor typically must provide access to the individual’s personal information, including a list of all other entities with which such personal information was shared. Processors would also have to provide this information at minimal or no cost to the individual and would need to fulfill these requests within the prescribed time period.
  • Opt-Out and Complaint Procedures: If personal information is being used for marketing purposes, the individual must be made aware of this at the time of collection and processors must provide an easy opt-out option to individuals. Individuals must also be provided with a simple way of reporting monthly complaints and making inquiries in relation to their personal information collected by a processor.
  • Withdrawal of Consent: Individuals must be able to withdraw their consent to the collection and use of their personal information at any time. However, if the processor has entered into a contractual relationship with the individual, then the terms of the contract may prevail.

Employers as processors

In the case of employees, individual rights vary markedly from non-employment relationships. While informed consent is not required if the collection, use and disclosure of personal information is reasonably required to manage an employment relationship, employers must provide notice to employees that their personal information is being used, the means by which such information was collected and the purpose for which it will be used.

The principles of processing mentioned above inform the limitations placed on employers as it relates to monitoring employees. Employers are still required to limit their collection of personal information to what is reasonable in the circumstances. Employers also have to consider whether there is a less invasive way of achieving their goals. For instance, an employer concerned about theft may be required to implement a random bag check policy rather than 24/7 video surveillance.

The author would like to thank Travis Bertrand, articling student, for his assistance in preparing this legal update.

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Certifiably inane: the unnecessary officer’s certificate

In many deals on which we work, it has been customary to deliver certificates of officers. Sometimes the form of them is prescribed by a purchase agreement. Sometimes they are in support of an opinion. Sometimes they are required to bring down certain representations and warranties for closing.

Sometimes, however, they serve none of these functions. Sometimes we’re just giving them because it’s market to give them and it’s not worth a fight. And so we trudge off to compile articles, by-laws, authorizing resolutions and, worst of all, incumbency certificates for people who didn’t even sign anything on the deal, which adds more signatures and slows down the process. Then we swap ours with opposing counsel’s, making sure everyone signed everything correctly, and never look at them again.

If that sounds like a waste of time and fees, we are in agreement, so I had a chat with some of my colleagues about when an officer’s certificate is actually a useful document. Here’s what I found for appropriate times for an officer’s certificate:

  1. When it is in support of an opinion. Nobody likes giving legal opinions. They can cost an extra five figures to do (not a price quote) and they are rarely if ever relied upon for anything. But even when we are giving a legal opinion, we are not giving it without an officer’s certificate that we rely on for the facts of the situation, so if you want an opinion, we need an officer’s certificate. Or we could skip both.
  2. When the closing is happening after the signing of the purchase agreement. We’ve all agreed to a bunch of representations and warranties in the purchase agreement that we’re all happy with. So what happens if something has changed between last month when we signed and now when we’re closing? How do we know everything is still fine? We get folks to sign officer’s certificates saying all of the representations and warranties are still as true as they were at the time of signing.
  3. When we think there is some gap in our public searches. As part of our transaction, do you need to file articles of amendment or something similar? We may ask you to provide a certified copy of that document from an officer of your corporation for our benefit so that we don’t wait three days (or more) to get a certified copy from the ministry.
  4. When we didn’t negotiate it away in the purchase agreement. Now, if I had my way, prescribed officer’s certificates wouldn’t be making appearances in purchase agreements unless it was for one of the above points, which would render this point moot, but the reality is that sometimes they sneak in as a closing deliverable. If so, go ahead and deliver it, as you don’t want to be missing a condition to close, but feel free to grit your teeth while doing so.

I am sure I have missed one or two situation-specific items here, but the main takeaway here is just that: these are situation specific. The general need for an officer’s certificate because it is “market” often ends up being a waste of time and paper, especially if there are sufficient representations and warranties in the purchase agreement, which should be your goal from the outset.

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“Crazy Rich Asia” – record growth in the Asia-Pacific region

The Asia-Pacific region experienced a strong year for mergers and acquisitions (“M&A”) in 2018 and the level of M&A activity in this region is expected to continue in 2019. It was anticipated that 2018 would be a busy year with regards to M&A for Asia-Pacific companies and these predictions proved to be true. In the first six months of 2018 alone, Asia-Pacific companies had announced M&A deals that totalled $734 billion. In particular, Japan had a record year for foreign M&A transactions. Last year, Japanese companies announced 1,000 offshore M&A deals which were worth a total of $191 billion. The most prominent of these deals was the takeover of Shire plc by Takeda Pharmaceutical Company Limited. This takeover was worth $62 billion, making it the largest overseas acquisition ever made by a Japanese company.

Possible Reasons for Japan’s Outward Focus

There are several reasons why Japan has focused its search for opportunities abroad, such as the country’s declining population and relatively static economy. Another reason why there has been a notable increase in overseas deals and why this trend will likely continue in 2019 is due to the strong cash reserves that Japanese companies currently have. It was noted that Japanese companies hold over $890 billion in cash. These substantial reserves are causing companies in Japan to feel pressure from their investors to spend the money carefully. It appears that the preferred method of utilizing these resources is investing in M&A, as opposed to apportioning the money as dividends. The increase in cash and pressure to spend it wisely, in addition to attractive opportunities to grow their businesses abroad, are reasons why there have been greater offshore deals for Japanese companies and why this trend will likely continue. In fact, despite the surge of foreign M&A deals and the banner year that Japan had in 2018, it is predicted that the country will have a new record year for cross-border deals in 2019. Further, as the United States appears to be the largest developing market, it will be a country of particular interest for Japanese offshore investment.

As 2019 has just begun, only time will tell whether Japan’s affinity for foreign deals and the high levels of M&A in the Asia-Pacific region as seen in 2018 will continue.

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2019 merger review thresholds for Competition Act and Investment Canada Act

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 2019.

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 of the parties and the size of the transaction. The transaction size component can be adjusted annually for inflation. Under the size of the parties test, the parties, together with their affiliates, must have aggregate assets in Canada or annual gross revenues from sales in, from or into Canada, in excess of C$400 million. Under the size of transaction test, the value of the assets in Canada or the annual gross revenue from sales (generated from those assets) in or from Canada of the target operating business and, if applicable, its subsidiaries, must be greater than C$96 million. The 2018 transaction size threshold was C$92 million.

These changes took effect on February 2, 2019.

Investment Canada Act

In general, any acquisition by a “non-Canadian” of control of a “Canadian business” is either notifiable or reviewable under the ICA. Whether an acquisition is notifiable or reviewable depends on the structure of the transaction and the value and nature of the Canadian business being acquired, namely whether the transaction is a direct or an indirect acquisition of control of a Canadian business. With limited exceptions, the federal government must be satisfied that a reviewable transaction “is likely to be of net benefit to Canada” before closing can proceed; notifiable transactions only require that the investor submit a report after closing. Separate and apart from the net benefit review, the ICA also provides that any investment in a Canadian business by a non-Canadian can be subject to a national security review.

The threshold for a pre-closing net benefit review depends on whether the purchaser is: (a) controlled by a person or entity from a member of the World Trade Organization (WTO); (b) a state-owned enterprise (SOE); or (c) from a country considered a “Trade Agreement Investor” under the ICA[1]. A different threshold also applies if the Canadian business carries on a cultural business.

Generally speaking, for a non-SOE from a WTO country (other than a Trade Agreement Investor) directly acquiring a Canadian business that does not carry on a cultural business, the threshold will be whether the Canadian business has an enterprise value of greater than C$1.045 billion.

For a non-SOE from a Trade Agreement Investor directly acquiring a Canadian business that does not carry on a cultural business, the threshold will be whether the Canadian business has an enterprise value of greater than C$1.568 billion.

How enterprise value will be determined will depend on the nature of the transaction:

Publicly traded entity: acquisition of shares Market capitalization plus total liabilities (excluding operating liabilities), minus cash and cash equivalents
Not publicly traded entity: acquisition of shares Total acquisition value, plus total liabilities (excluding operating liabilities), minus cash and cash equivalents
Acquisition of all or substantially all of the assets Total acquisition value, plus assumed liabilities, minus cash and cash equivalents transferred to buyer

The net benefit review threshold for investments by SOEs from WTO member states is based on the book value of the assets of the Canadian business. It increases annually, and for 2019 the threshold will be C$416 million, up from C$398 million in 2018.

The net benefit review threshold for investments by non-WTO investors, or for the direct acquisition of control of a cultural business (regardless of the nationality of the buyer) is C$5 million in book value. The threshold for an indirect acquisition of control is C$50 million in asset value.

It is important to remember that any acquisition, whether of control or even a minority interest, of a Canadian business by a non-Canadian can be reviewed to determine whether it could be harmful to Canada’s national security. Parties to transactions that could raise issues as identified in the Guidelines on the National Security Review of Investments, and that aren’t otherwise subject to a pre-closing net benefit review, should consider submitting their notice of acquisition in advance of closing.

[1]Trade Agreement Investors include investors from the European Union, the United States of America, Korea, Mexico, Chile, Peru, Colombia, Panama, and Honduras.  Effective December 30, 2018 (January 14, 2019 for Vietnam), investors from countries that are party to the Comprehensive and Progressive Agreement for Trans-Pacific Partnership (CPTPP) – Australia, Canada, Japan, Mexico, New Zealand, Singapore and Vietnam – are also Trade Agreement Investors.

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M&A activity in the insurance sector reaching new heights

M&A activity in the insurance sector in North America declined in the years immediately following the financial crisis, and has peaked in recent years. We previously reported on the boom in the North American M&A insurance sector in 2016, where Q1 saw a record high in insurance agency M&A deals with 109 transactions reported. These trends continued throughout 2016, which ended with 446 insurance M&A deals, and into 2017, and 2018, which Optis Partners LLC (Optis) reported saw record levels of M&A deals among insurance brokers. Although Optis reported 16% fewer deals in the first half of 2018 than in the first half of 2017, their prediction that this reduction was not an indicator of slowing M&A activity was accurate. By the end of 2018, 626 M&A transactions were announced in the sector, a further increase from the previous year’s record-breaking 611 deal announcements. These numbers continue to surprise and exceed the expectations of experts in the field.

Optis reported earlier this month that private equity/hybrid buyers, including “private-equity backed buyers and privately owned buyers with material internal or external acquisition financial support,” were the biggest group of buyers in 2018, “accounting for 67% of the deals.” The same group of buyers accounted for 63% and 53% of the deals in the sector in 2017 and 2016 respectively, but only for 21% of insurance M&A deals in 2008. Furthermore, Optis reported that property/casualty brokers and agents were involved in more than 50% of all insurance M&A deals in 2018.

A recent article addresses the role that information technology has played in the escalation in M&A activity involving property and casualty insurance brokerages. Experts posit that “acquiring new products, talent and technology are among the reasons behind [increased] M&A activity in P&C insurance” in recent years. They theorize that “some buyers may have a heavy focus on the technology that is being deployed in an organization [and may see a merger or acquisition] as a quicker route to implement technology in their own organization, rather than spend a number of years [and take on significant risk] in developing internally their own technology.”

Overall, M&A activity in the insurance sector in North America has sky-rocketed in recent years, and shows no sign of slowing down in the immediate future. As a recent Optis report referenced in a Business Insurance news article highlights, “there is no obvious end in sight for the continued aggressive M&A activity and valuations.”

The author would like to thank Brandon Burke, articling student, for his assistance in preparing this legal update.

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The impact of 5G technology on M&A

Global M&A activity in the technology, media and telecommunications industry reached an all-time high of 3,389 deals in 2018. The year was marked by several of the largest merger valuations in history, even though 70% of deals were for less than $100 million, demonstrating that much of the M&A activity was driven by smaller companies. This M&A activity is expected to remain strong and could increase even further in 2019 as the entire industry is set to be impacted by the implementation of 5G wireless technology. 5G – or fifth-generation – network technology is the newest iteration of mobile wireless technology, with speeds up to 200 times faster than current networks. These exponentially faster speeds are expected to drive significant consolidation and capital expenditures as market actors both large and small jockey for position in a drastically new environment. Verizon and AT&T’s expenditures on their 5G networks alone will amount to $35 billion and $40 billion, respectively, which will require huge amounts of resources, expertise and partnerships to implement.

The launch of the previous generation of mobile wireless technology, 4G, is estimated to have contributed more than $150 billion to U.S. GDP growth. Expectations for 5G are well in excess of that benchmark – an estimated $40 billion in Canada alone – and will significantly impact all aspects of the economy, including M&A, in the years to come.

Canada is expected to move more slowly than the U.S. in implementing the new networks, waiting until 2020 to auction off the parts of the wireless spectrum on which 5G technology will operate. However, this delayed launch date will still make Canada one of the first five countries to make the spectrum available for widespread rollout of the new system.

The impact of 5G is expected to fuel M&A across a range of industries, including real estate investment trusts (REITs) that invest in the fibre networks, and automation and robotics in healthcare and mining. Cable companies own much of the fibre network infrastructure that will play a role in the implementation of 5G and there may be increased M&A activity from those companies as they increasingly seek to compete in the wireless space and as wireless companies try to create their own infrastructure.

As mentioned above, 2018 was a record year for large-value deals. However, the large capital expenditures required for 5G implementation could mean further consolidation of the industry which is already dominated by a few large companies. For example, in a rapid about-face, the U.K. government has indicated that it would support further consolidation of the four U.K. telecommunications companies only two years after blocking a similar combination.

The impact will also be seen outside of technology-related industries. As ever-larger deals lead to more data for buyers to analyze, 5G technology has the potential to allow for faster processing of the data, allowing for more comprehensive and faster analysis of targets. Combined with data-driven technologies such as artificial intelligence, which we analyzed in a previous post, the ways in which M&A is performed, from communications to analysis and implementation, could rapidly change as new tools are developed to operate within the new networks. The increased efficiency, when combined with the preeminent importance that data generation and analysis plays in modern business, means that 5G networks will affect a vast array of business processes and M&A will likely reflect this disruption as companies plan and adapt to this rapidly changing reality.

The author would like to thank Jamie Parker, articling student, for his assistance in preparing this legal update.

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