Tag archives: security interest

Harmonizing cash collateral perfection rules between Canada and the U.S.

By Russell Dufault (Toronto) on August 21, 2018 Posted in Corporate finance, Finance

In secured financing transactions, cash is a popular and useful form of collateral. It is fully liquid, readily available and transferrable, and its value is always known. A debtor holding cash in a deposit account may wish or be required to use it as collateral for obligations such as loans, repurchases and derivative transactions. In … Continue reading

“Shop-in-shop” retail: perfecting your security interest

By Troy Ungerman (Toronto) on September 14, 2017 Posted in M&A

In today’s business world, we continue to see creative interconnection among businesses. These arrangements are often motivated by a desire for companies to attain certain benefits of M&A transactions (such as synergies) without incurring certain costs (such as loss of autonomy and heightened transactional expenses). In the retail sector, a “shop-in-shop” business arrangement has become … Continue reading

Transitioning to the PPSA’s new rules

By Denise Gan (Toronto) on March 31, 2016 Posted in Corporate finance

In a previous blog post, we discussed the amendments to the rules under the Ontario Personal Property Security Act (the PPSA) which determine the location of the debtor for certain types of collateral and the jurisdiction for registration. In this post we explore the transitional rules which will apply to security agreements made before December … Continue reading

Where to register under the PPSA’s new debtor location rules

By Denise Gan (Toronto) on March 1, 2016 Posted in Corporate finance

Changes to Ontario’s Personal Property Security Act (the PPSA) may have an effect on M&A transactions that involve certain security interests. This two-part post will explore how the PPSA’s changes affect security agreements entered into both before and after December 31, 2015. Background On December 31, 2015 new rules came into force (the New Rules) … Continue reading

Behind the perfection certificate (Part II): the asset purchase transaction certification

By Troy Ungerman (Toronto) on June 25, 2015 Posted in Corporate finance

In our previous post on March 31, 2015, we considered perfection certificates in the context of a share purchase transaction/ amalgamation/ name change certification. In this post, we continue to explore perfection certifications but in the context of a post-M&A or leveraged finance acquisition debtor. Perfection certification: the debtor has acquired all its assets in … Continue reading

Behind the perfection certificate (Part I): the share purchase transaction certification

By Troy Ungerman (Toronto) on March 31, 2015 Posted in Corporate finance

Over the next few weeks, we will go in depth into a few certifications contained in most perfection certificates in the context of a post-M&A or leveraged finance acquisition debtor. A perfection certificate is the first step in any secured lending transaction and a time consuming task for debtors (and their counsel) to complete. Lenders … Continue reading