Tag archives: M&A activity

The Smart Choice: A Predictive View in Revamping M&A Contracts

By nrfdigitalteam on October 28, 2020 Posted in M&A, Technology and innovation

The current pandemic presents a unique opportunity to revitalize traditional M&A process and provisions. While we have previously addressed how traditional M&A provisions are impacted by the pandemic, this blog post will explore the key opportunity industries and corporations alike have in improving contractual processes. Specifically, through the use of blockchain technology and smart contracts. … Continue reading

Representations and Warranties Insurance and COVID-19 Considerations

By nrfdigitalteam on September 29, 2020 Posted in M&A

The use of representations and warranties insurance (RWI) has grown dramatically in recent years as buyers (and to a lesser extent, sellers) have increasingly relied on RWI to allocate risks and provide other benefits in M&A transactions. The COVID-19 pandemic and its economic impacts have led to significant uncertainty for buyers, as well as for … Continue reading

M&A in the Consumer & Retail Sector: Before and After the Pandemic

By nrfdigitalteam on September 3, 2020 Posted in M&A

This article will provide a high level discussion of M&A trends in the Consumer & Retail (C&R) sector, beginning with a brief summary of the activity we saw in 2019, what trends were anticipated to occur in 2020 and how the COVID-19 pandemic (the Pandemic) is expected to affect M&A in this industry. Pre-Pandemic Trends … Continue reading

COVID-19 Series: Considerations and Modifications of Certain Provisions in M&A Agreements (Valuation and Post-Closing Pricing Mechanisms)

By nrfdigitalteam on August 13, 2020 Posted in M&A

In recognition that businesses are adjusting to their “new normal” and some companies are exploring acquisitions or divestitures as opportunities to strengthen their bottom line, we will be publishing a series of blogs aimed at highlighting some of the considerations and key drafting areas in a purchase and sale agreement that parties to Canadian private … Continue reading

Fintech M&A Activity in 2020: The Digital Economy is Here

By nrfdigitalteam on August 5, 2020 Posted in M&A, Technology and innovation

Paying for Payments While uncertainty arising from the COVID-19 pandemic has slowed down most deal activity, Fintech, in particular the payments space, is a big exception. Recent analysis from KPMG revealed that UK payment deals in the first quarter of 2020 alone exceeded the total number of deals in 2019. Granted, deal sizes were relatively … Continue reading

Threading the Needle: Drag-Along Clauses and Asset Deals

By Kristopher Miks (Toronto) on July 14, 2020 Posted in Corporate finance, M&A

While continued economic uncertainty has dampened M&A activity in the past months, the transition from crisis management to recovery mode in the short to medium term will likely see many companies explore potential divestitures in an effort to dispose of underperforming assets, to increase cash on hand and business resiliency and to mitigate risk. When … Continue reading

Diamond In The Rough: Mining as a potential bright spot in M&A

By nrfdigitalteam on June 23, 2020 Posted in Infrastructure, mining and commodities, M&A

The mining sector has been one of the few bright spots in Canadian M&A since the COVID-19 pandemic drastically changed the landscape for transactions, with several large deals announced and continuing despite the pandemic. As with other business sectors, mining has been significantly impacted by regulations and the economic slowdown caused by the pandemic. However … Continue reading

Measuring The Impact Of COVID-19 On Canadian M&A

By Nader Hasan (Toronto) on June 3, 2020 Posted in M&A

The future of M&A beyond the COVID-19 pandemic remains fiercely debated and quite unclear. We’ve already seen transactions and their underlying agreements change in a number of ways, including more scrutinized structures, and more detailed negotiations regarding contractual carve-outs, such as material adverse change and force majeure clauses. As previously noted, this will undoubtedly lead … Continue reading

Earnouts: Sharing Risk and Reward in Uncertain Times

By Eric Vice on May 6, 2020 Posted in Corporate finance, M&A

The turbulent economic environment resulting from the COVID-19 pandemic has affected the M&A world in numerous ways. Among them is the increased focus on earnout provisions, both those in place from legacy deals and those being considered for inclusion in an upcoming transaction. This post provides an overview of the earnout mechanism and describes the … Continue reading

Looking Beyond COVID-19: How Companies Can Prepare for the Post-Pandemic Economy

By nrfdigitalteam on April 14, 2020 Posted in M&A

As COVID-19 continues to sweep across the world, it is has undoubtedly taken the global financial markets by storm. Despite the unprecedented social and economic disruptions brought by the pandemic, Ernst & Young’s Capital Confidence Barometer Survey (the Survey) of more than 2,900 C-suite executives globally shows that more than half (56%) of them continue … Continue reading

Private Equity Funds & Co-Investment: A Symbiotic Relationship

By Peter Valente (Toronto) on April 7, 2020 Posted in Finance, M&A

Broadly, a co-investment is an investment in a specific transaction made by limited partners (LPs) of a main private equity (PE) fund alongside, but not through, such main PE fund. This is often accomplished through a separately structured co-investment vehicle which is governed by a separate set of agreements. Co-investments are attractive to PE funds … Continue reading

Evaluating the Legal Risks of Data Assets in M&A

By nrfdigitalteam on March 31, 2020 Posted in M&A, Privacy and data protection, Technology and innovation, Uncategorized

Data is an essential asset for many businesses, and one that is increasingly acquired through M&A transactions. Identifying and assessing the particular legal challenges of data assets is crucial for acquirers to mitigate the risks associated with these assets and unlock their full value. While issues will depend on the particulars of each transaction, the … Continue reading

Acqui-hiring: What we know and what we need to know from a Canadian perspective

By nrfdigitalteam on March 10, 2020 Posted in Employment and labour, M&A, Technology and innovation

“Acqui-hire” transactions, which are particularly prevalent in the context of start-up technology-related M&A transactions in the U.S., focus on acquiring a company primarily to obtain its employees and their skills, in addition to other possible assets (see our earlier post on acqui-hires). In these type of transactions, it is thought that the greatest perceived value … Continue reading

2019 in Review: eSports edition

By Joseph Palmieri (Toronto) on February 5, 2020 Posted in M&A, Technology and innovation

The eSports industry experienced monumental growth in 2019 and is well underway to becoming a financially lucrative market. By the end of last year, eSports had over 433 million global viewers, more than American Football and rugby combined, and is expected to reach over 645 million viewers in 2020. For perspective, the 2019 League of … Continue reading

NAFTA 2.1: Bringing certainty to an uncertain time

By Olga Lenova (Toronto) on December 18, 2019 Posted in M&A

If there is anything that Canadian dealmakers are all too familiar with in 2019, it’s the concept of uncertainty. Raging trade wars, geopolitical tensions, elections, and a forecasted economic downturn are all pervasive in everyday conversation. Despite this, deal flow has remained robust throughout the first three quarters of 2019, as summarized in a recent … Continue reading

Parties to M&A must be diligent about climate change

By nrfdigitalteam on November 22, 2019 Posted in Energy, Environment, M&A

Climate change has become a high profile issue that is expected to have significant implications for M&A transactions going forward. As public awareness and scientific understanding of climate change continues to evolve, we are more informed about the climate change-related risks that businesses must grapple with and get ahead of. As a result, businesses need … Continue reading

Canadian M&A Q3 2019 Review: Canadian M&A activity remains strong despite a slight decline in transaction volume

By nrfdigitalteam on October 31, 2019 Posted in M&A

Crosbie & Company’s “Crosbie & Company Canadian Mergers & Acquisitions Report for Q3 2019” (the Report) reviews the minor slowdown in Canadian M&A activity in Q3 2019 following a record-breaking second quarter. While deal activity declined slightly in Q3 (776 announced transactions compared to 886 in Q2), the Canadian M&A market remained robust, posting its … Continue reading

Investor uncertainty will continue to impact Canadian M&A momentum

By Troy Ungerman (Toronto) on July 23, 2019 Posted in M&A

Deal count reached a seven-year high in Canada last year, but there has been a loss of momentum in the first half of 2019. On-going trade conflicts and concern over a possible market correction have generated greater economic uncertainty, and the investment outlook for the second half of the year continues to be clouded by … Continue reading

Ready to rock! 2019 may see increased M&A activity among Canadian mining companies

By Troy Ungerman (Toronto) on May 30, 2019 Posted in Infrastructure, mining and commodities, M&A

2018 was a difficult year for Canadian mining companies. The aggregate valuation of TSX-listed miners declined by 12.7%, while equity capital raised by these companies declined by 36% from the previous year’s total. In this environment, new financings and deals have been scarce, but there is reason to believe that this trend might change in … Continue reading

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

By nrfdigitalteam on February 7, 2019 Posted in M&A

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 … Continue reading

Brewery M&A in Canada

By Sam Zadeh (Toronto) on December 12, 2018 Posted in M&A

The brewing industry is one of Canada’s oldest, and has undergone substantive transformations in recent decades. After a period of consolidation that culminated in the mid-1980s, only ten Canadian breweries remained, of which three controlled more than 95% of the market. As a result of further worldwide M&A activity, the industry is now dominated by … Continue reading

NAFTA and how free trade negotiations are impacting Canadian M&A activity

By Pierre-François Tétreault (Montreal) on September 13, 2018 Posted in M&A

The President of the United States recently made headlines when he announced that the United States and Mexico had reached a new bilateral trade deal to replace the North American Free Trade Agreement (NAFTA) and that the countries were prepared to move forward without Canada. Although Canada rejoined the NAFTA negotiations thereafter, the US announcement … Continue reading

Quebec opens its door to InsurTech: opportunities to grasp

By nrfdigitalteam on September 4, 2018 Posted in M&A, Technology and innovation

The insurance industry is changing. A more digitally savvy customer base and the emergence of new technologies are reshaping the sector. Enter technology-led companies known as “InsurTechs.” In Québec, this innovative business approach along with a substantial legislative change is expected to increase M&A transactions. Mindful of offering a regulatory environment that is flexible and apt … Continue reading

M&A and the advancement of the RegTech industry

By Troy Ungerman (Toronto) on August 14, 2018 Posted in M&A, Technology and innovation

The rapid advancement of technology has moved at an unprecedented pace, offering the ability to automate “trust” and “quality” of the products and services being provided on a daily basis. Nevertheless, after the financial crisis in 2008, billions of fines and penalties were imposed on companies that failed to carry out regulatory standards. This exposed market inefficiencies … Continue reading