Expertise
Corporate and Commercial
We support our clients through each stage of their corporate growth by providing experience and pragmatic advice on both day-to-day business issues and long-term strategic initiatives.
Many of Canada's leading companies who do business at home and abroad have entrusted their business and long-standing confidence in our strength to assist in concerns such as incorporation, acquisitions, financing, strategic alliances, joint ventures and other critical endeavours.
Clients are able to act decisively and with confidence aided by our navigation of legal complexities, anticipation of challenges, and provision of practical solutions.
Examples of our client work include:
- Advising on appropriate corporate and financing structures
- Assisting with acquisitions and dispositions of businesses
- Enabling expansion through strategic alliances, joint ventures or franchising
- Advising on and negotiating private placements and venture capital financings
- Negotiating shareholder and partnership agreements
- Structuring financing for domestic and foreign venture capital funds
- Implementing outsourcing arrangements
- Negotiating contracts with customers, suppliers and distributors
Services
- Commercial transactions and contracts
- Distribution/licensing agreements
- Formation of corporations, partnerships and trusts
- Franchising
- Joint venture agreements/strategic alliances
- Litigation
- Lotteries and promotional contests
- Outsourcing agreements
- Private business acquisitions and dispositions
- Private debt and equity financing
- Shareholders' agreements
- Venture capital
Client Work
Eastmain Resources Completes Brokered Private Placement
Counsel to Casimir Capital LP, the agent, in the $5 million offering of flow-through common shares of Eastmain Resources Inc.
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Novacap Acquires Smyth Companies, LLC
Counsel to Novacap in connection with its acquisition of Smyth Companies, LLC, a Saint Paul, Minnesota based provider of primary packaging labels and related equipment and services to the food and beverage, health and beauty and household chemical markets
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Acklands-Grainger Acquires the Assets of Ranson Industrial and Safety Supplies
Counsel to Acklands-Grainger Inc., a wholly owned subsidiary of W.W. Grainger Inc., North America's leading industrial distributor, in its acquisition of the assets of Ranson Industrial and Safety Supplies Inc., a distributor of industrial and safety prod
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NStein Technologies to be Acquired by Open Text
Counsel to NStein Technologies Inc., a technology firm developing next-generation, multilingual content management solutions, in its proposed acquisition by Open Text Corp., a global enterprise software solutions company.
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Kingsway Financial Announces Sale of Jevco Insurance to The Westaim Corporation
Counsel to Kingsway Financial Services Inc. in connection with a definitive purchase agreement to sell all of the issued and outstanding shares of Jevco Insurance Company to The Westaim Corporation
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Mecachrome International Implements Restructuring Plan
Counsel to Mecachrome International in regards to its joint plan of arrangement and reorganization under the Companies' Creditors Arrangement Act and the Canadian Business Corporations Act.
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Allen-Vanguard Corporation Completes its Recapitalization and Acquisition by Versa Capital Management
Counsel to the Monitor, in the implementation of Allen-Vanguard's recapitalization and acquisition through the Corporation's Companies' Creditors Arrangement Act proceedings.
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Videotron Completes $300 Million Private Placement of Senior Notes
Canadian and U.S. counsel to Videotron Ltd. in the institutional private placement in Canada and the United States of $300 million aggregate principal amount of Videotron's 7.125% Senior Notes due 2020
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Northern Star Mining Completes Sale of Units
Counsel to Casimir Capital LP, the agent, in the $5,185,000 offering of units of Northern Star Mining Corp.
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TransGaming Completes Sale of Units
Counsel to TransGaming Inc., the issuer, in the $8,912,239 offering of units pursuant to its brokered private placement financing.
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Cathay Forest Products Issues $15.25 Million in Common Shares
Counsel to Cathay Forest Products Corp. in connection with the issue of 15.25 million of Common Shares which closed on December 15, 2009.
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MEGA Brands Initiates Recapitalization Transaction
Counsel to the Committee of Independent Directors of MEGA Brands in regards to its recapitalization transaction.
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Cossette Agrees to be Acquired by Mill Road Capital
Counsel to the Special Committee of the Board of Directors of Cossette Inc. with regards to an unsolicited and non-binding proposal to be acquired by Cosmos Capital and the ultimate sale of the company to Mill Road Capital for $131.5 million.
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Valeant Canada Limited Acquires Laboratoire Dr Renaud
Counsel to Valeant Canada Limited and Valeant Pharmaceuticals North America in connection with the $23 million acquisition of Laboratoire Dr Renaud and Renaud Skin Care Laboratories.
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OPMEDIC Group Completes $4 Million Underwritten Private Placement and Secondary Offering
Counsel to OPMEDIC Group Inc. and the selling shareholders in an underwritten private placement of $2.1 million of new common shares and a concurrent underwritten secondary offering private placement of approximately $1.9 million of common shares sold by
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Warner Chilcott Acquires Procter & Gamble's Worldwide Pharmaceutical Business for US$3.1 Billion
Canadian counsel to Warner Chilcott plc in its acquisition and financing of Procter & Gamble's worldwide pharmaceuticals business for US$3.1 billion
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Sabina Gold & Silver Corp. Completes Private Placement of Flow-through Common Shares
Counsel to the syndicate of underwriters, led by Dundee Securities Corp., in connection with a $7.3 million "bought deal" private placement of flow-through common shares of Sabina Gold & Silver Corp.
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Strategic Collaboration between Haemacure and Angiotech
Counsel to Haemacure Corporation in connection with a strategic collaboration providing Angiotech with certain license, distribution and supply rights related to Haemacure's all-human fibrin sealant and thrombin products
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Virginia Mines Completes Sale of Additional Flow-through Common Shares
Counsel to Casimir Capital LP, the agent, in the $1,273,016.10 offering of flow-through common shares of Virginia Mines Inc.
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Hydro-Québec Acquires a 60% interest in the McCormick Hydroelectric Facility
Counsel to Hydro-Québec in the $615 million acquisition of a 60% interest in the McCormick Hydroelectric Facility from Abitibi-Consolidated Company of Canada.
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Nortel Selects Ciena as Successful Bidder for Optical Networking and Carrier Ethernet Business
Canadian counsel to Nortel in connection with its multi-jurisdictional insolvency proceedings including its agreement to sell substantially all of the assets of Nortel's global Optical Networking and Carrier Ethernet Businesses to Ciena Corporation.
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Acklands-Grainger Acquires the K&D Pratt Industrial Division
Counsel to Acklands-Grainger Inc., in its acquisition of the assets of K&D Pratt Group Inc.'s Industrial Division, a distributor of industrial and safety products.
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Virginia Mines Completes Brokered Private Placement of Flow-through Common Shares
Counsel to Casimir Capital LP, the agent, in the $2,575,735 offering of flow-through common shares of Virginia Mines Inc.
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Groupe Aeroplan Acquires Carlson Marketing
Counsel to Groupe Aeroplan in connection with its US$175.3 million acquisition of Carlson Marketing Worldwide.
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RBC Completes $750 Million Covered Bond Offering
Counsel to Royal Bank of Canada in connection with the offering in Canada of covered bonds in an aggregate amount of $750 million which closed on November 10, 2009.
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The Code Project Acquires Lake Quincy Media
Counsel to Code Project in connection with its acquisition of all of the operating assets of Lake Quincy Media LLC
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Imvescor Restaurant Group Enters into $24.5 Million Senior Secured Non-revolving Credit Facility
Counsel to Imvescor Restaurant Group Inc. in connection with a $24.5 million senior secured financing by GE Canada Equipment Financing G.P.
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Negotiations to bring back Formula One to Montréal
Counsel to Ville de Montréal and Société du Parc Jean-Drapeau in connection with the negotiations with Formula One Administration Ltd. to ensure the presentation of the Formula One Canadian Grand Prix until 2014, and coordinating the contributions and sub
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Baylis Medical Company Acquires Fralex Therapeutics
Counsel to Baylis Medical Company Inc., a leading supplier of high-technology cardiology, pain management, and radiology products, in connection with its acquisition of Fralex Therapeutics Inc., a medical technology company.
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Kimberly-Clark Acquires Baylis RF Pain Management System from Baylis Medical Company
Counsel to Baylis Medical Company Inc., a leading supplier of high-technology cardiology, pain management, and radiology products, in connection with the sale of its worldwide pain management business to Kimberly-Clark Corporation
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Rambler Metals and Mining PLC Completes Private Placement and Purchases Nugget Pond Gold Mill
Canadian counsel to Rambler Metals and Mining PLC in connection with Rambler's $9.4 million private placement of Ordinary Shares and $3.5 million purchase of a gold processing facility from Crew Gold Corporation.
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Sierra Geothermal Power Closes the First and Second Tranche of a $7 Million Offering of Units
Counsel to Jacob Securities Inc. as agent in connection with a $7 million private placement by Sierra Geothermal Power.
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Mega Uranium Completes First Public Financing
Counsel to Mega Uranium in connection with the company's first public financing, an offering of $50 million of Units, each Unit comprised of one common share and one half of one common share purchase warrant.
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CTI Life Science Fund Completes Private Placement
Counsel to CTI Life Science Fund, L.P. in the context of a private placement of a $1.25M principal amount secured convertible debenture of Zymeworks Inc., the first of a two-tranche investment totalling $2.5M.
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Northern Star Mining Closes Brokered Private Placement of Unit Subscription Receipts and Flow-through Subscription Receipts
Counsel to Casimir Capital LP, one of the agents, in the $23,212,458 offering of unit subscription receipts and flow-through subscription receipts of Northern Star Mining Corp
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Power Financial Corporation Issues $150 million of Non-Cumulative First Preferred Shares
Counsel to the underwriters in connection with Power Financial Corporation's issuance of six million Non-Cumulative First Preferred Shares by way of a prospectus supplement to its base shelf prospectus for gross proceeds of $150 million
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Aeterna Zentaris Completes Second Registered Direct Offering of Common Shares and Warrants
Counsel to Aeterna Zentaris Inc. in the issuance in the United States of an aggregate amount of US$5.5 million of units comprised of common shares and common share purchase warrants by way of registered direct offering.
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AbitibiBowater Completes Sale of 121,000 Hectares of Timberland in Quebec
Counsel to AbitibiBowater Inc. in the sale of select timberland assets located in the Charlevoix, Saguenay, Mauricie and Côte-Nord regions for a total consideration of $53 million.
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Quebecor World Emerges from Chapter 11 and CCAA Protection
Counsel to Quebecor World Inc. in its successful emergence from creditor protection under the CCAA in Canada and, in respect of certain U.S. subsidiaries, Chapter 11 of the U.S. Bankruptcy Code.
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International Consortium of Private Equity Investors Acquires Alexander Forbes Limited
Counsel to Caisse de dépôt et placement du Québec in connection with the $1.2 billion acquisition of Alexander Forbes Limited by an international consortium of private equity investors
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Trans Québec & Maritimes Pipeline Inc. Issues $75 million of Series K Bonds
Counsel to a syndicate of agents led by Scotia Capital Inc. in Trans Québec & Maritimes Pipeline Inc.'s issuance of $75 million of Series K Bonds offered and sold on a private placement basis by TQM Pipeline and Company, Limited Partnership.
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Canpages Acquires Gigpark
Counsel to Canadian local search firm Canpages in connection with its acquisition of all of the operating assets of online social networking company GigPark Inc.
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Dainippon Sumitomo Pharma Agrees to Purchase Sepracor
Canadian counsel to Dainippon Sumitomo Pharma in its estimated US$2.6 billion purchase, by way of agreement and plan of merger, of Sepracor.
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L'Occitane en Provence Acquires the Assets Related to L'Occitane Products in Canada
Counsel to L'Occitane en Provence in connection with its acquisition from Stroms' Enterprises Inc. of the assets and business related to the distribution of L'Occitane en Provence products in Canada.
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Canpages Acquires ZipLocal
Counsel to Canpages in connection with its acquisition of all of the operating assets of ZipLocal Inc. (TSXV: ZIP) and its wholly-owned subsidiary, Zip411 Enterprises Inc.
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Canpages Acquires ypOne Enterprises Canada
Counsel to Canpages in connection with its acquisition of all of the operating assets of ypOne Enterprises Canada, Inc. from A. Farber & Partners Inc., the court-appointed Interim Receiver of the assets, property and undertaking of ypOne.
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Rio Tinto Alcan Receives US$2.025 Billion Binding Offer for the Majority of Alcan Packaging Businesses
Canadian counsel to Rio Tinto Alcan with regards to a binding offer from Amcor to acquire the majority of the Alcan Packaging businesses for a total consideration of US$2.025 billion.
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Otto Bock HealthCare and Victhom Human Bionics Establish Neurostream Technologies Joint Venture
Canadian Counsel to Otto Bock HealthCare GmbH in connection with the establishment of a joint venture with Victhom Human Bionics Inc.
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Enobia Pharma Raises US$50 Million in Series C Multi-Tranche Private Equity Financing
Counsel to Enobia Pharma in the context of a US$50 Million Series C multi-tranche private equity financing.
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License, Development and Supply Agreement between Bioniche Life Sciences, Bioniche Urology and Endo Pharmaceuticals
Counsel to Bioniche Life Sciences and Bioniche Urology in connection with the US license, development and supply agreement with Endo Pharmaceuticals for Bioniche's lead drug candidate UrocidinT, a Mycobacterial cell wall-DNA complex which Bioniche Life Sc
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Aeroplan Participates in a $600 Million Air Canada Credit Facility
Counsel to Aeroplan Canada Inc. in connection with a $600 million secured credit facility entered into by Aeroplan as a lender, which facility provided financing to Air Canada.
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Rio Tinto Alcan sells Alcan Packaging Food Americas Division
Canadian counsel to Rio Tinto Alcan in connection with the sale of its Alcan Packaging Food Americas division to Bemis Company, Inc. for a total consideration of US$1.2 billion.
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HearUSA Inc. Sells Canadian Operations to Helix Inc.
Counsel to HearUSA Inc. in connection with the sale of the assets of its Canadian subsidiaries to Helix Inc. for $28,625,000.00.
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Garda World Security Completes the Sale of its US and Mexico Guarding Operations to Andrews International
Counsel to Garda World Security Corporation in the sale of its US and Mexico guarding operations to Andrews International, Inc.
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Sabina Silver Completes "Bought Deal" Private Placement of Common Shares and Flow-through Common Shares
Counsel to the syndicate of Underwriters, co-lead by Dundee Securities Corporation and BMO Capital Markets, in connection with a $18 million "bought deal" private placement of common shares and flow-through common shares of Sabina Silver Corporation in Ca
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Bell Canada Issues $1 Billion of 4.85% Debentures
Counsel to the agents, led by RBC Dominion Securities Inc. and TD Securities Inc., in Bell Canada's issuance of $1 billion 4.85% Debentures, Series M-20, due June 30, 2014.
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Aeterna Zentaris' Registered Direct Offering of Common Shares and Warrants
Counsel to Aeterna Zentaris Inc. in the issuance, in the United States, of units comprised of common shares and common share purchase warrants by way of registered direct offering, for gross proceeds of US$10 million.
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Petaquilla Minerals Closes $US 40 Million Brokered Private Placement of Convertible Senior Secured Notes
Counsel to Casimir Capital LP, the agent, in the $US 40 Million offering of units of Petaquilla Minerals Ltd.
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Breakwater Resources Completes $23 Million Public Offering of Units
Counsel to Dundee Corporation in connection with its purchase of units under the $23 million public offering of units by Breakwater Resources Ltd. to maintain Dundee's 25.2% equity interest in Breakwater.
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Société générale de financement du Québec Acquires Select Woodlands from Smurfit-Stone
Counsel to Smurfit-Stone Container Canada Inc. as vendor in negotiating the sale of private woodlands located north of the town of La Tuque to Société générale de financement du Québec.
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Royal Bank of Canada Completes a Bought Deal Public Offering of $325 Million of Preferred Shares
Counsel to RBC in connection with the issue in Canada of $325 million of Non-Cumulative Five Year Rate Reset First Preferred Shares Series AX.
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Niagara Health System's $1.42 Billion Alternative Financing and Procurement Project Reaches Financial Close
Counsel to Borealis Infrastructure, who provided the majority of the equity in the Alternative Financing and Procurement project, for the design, build, finance and maintenance of a new state-of-the-art health care complex to be located in St. Catherines
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Power Corporation of Canada Issues $400 Million of Debentures
Counsel to the agents in the issue by Power Corporation of Canada of $250 million of 7.57% debentures due April 2019 and of $150 million of 8.57% debentures due April 2039
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Royal Bank of Canada Completes a "Bought Deal" Public Offering of $400 Million of Preferred Shares
Counsel to RBC in connection with the issue in Canada of $400 million of Non-Cumulative Five Year Rate Reset First Preferred Shares Series AV.
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RBC Completes a "Bought Deal" Public Offering of $275 Million of Preferred Shares
Counsel to Royal Bank of Canada in connection with the issue in Canada of $275M of Non-Cumulative Five Year Rate Reset First Preferred Shares Series AT.
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Videotron's US$260 Million Private Placement of Senior Notes
US and Canadian counsel to Videotron Ltd. in the institutional private placement in the United States and Canada of US$260 million aggregate principal amount of Videotron's 9.125% Senior Notes due 2018.
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Prestige Telecom completes $4.5M common share and $4.5M convertible note private placement financing with Novare Holding
Counsel to Novare Holding Inc., a private company controlled by Guy Laliberté, with respect to a $4.5 million common share and a $4.5 million convertible note private placement financing into Prestige Telecom Inc.
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National Bank of Canada Completes Public Offering of $145M of Non-Cumulative 5-Year Rate Reset First Preferred Shares
Counsel to the syndicate of underwriters in connection with the public offering by National Bank of Canada of 5,800,000 Non Cumulative 5-Year Rate Reset First Preferred Shares Series 26.
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Capital for Aboriginal Prosperity and Entrepreneurship Fund Established
Counsel to CAPE Fund Management with regards to the creation of a $50M fund to further economic independence and entrepreneurship amongst Aboriginal peoples.
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Registration of Randisi Investment Counsel
Counsel to Randisi Investment Counsel Inc. with respect to its incorporation and registration as a securities adviser with an unrestricted practice with the Québec Autorité des marchés financiers.
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Fronteer Development Group acquires Aurora Energy Resources
Counsel to the Special Committee of the Board of Directors of Aurora, which was the subject of an insider take-over bid by Fronteer.
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AbitibiBowater Sells Select Timberland Assets for $70 Million
Counsel to AbitibiBowater Inc. in the sale of select timberland assets in Quebec for a total consideration of $70 million.
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Committee of Dissident Shareholders Succeeds in Having their Nominees Elected to the Board of Harte Gold
Counsel to members of a committee of dissident shareholders in relation to a special meeting of shareholders of Harte Gold held on January 30, 2009.
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SNC-Lavalin Completes Acquisition of Quéformat Ltd
Counsel to SNC-Lavalin in the acquisition of Quéformat through its subsidiary, Groupe Qualitas.
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RBC Completes a "Bought Deal" Public Offering of $225M of Preferred Shares
Counsel to Royal Bank of Canada in connection with the issue in Canada of $225 million of Series AN First Preferred Shares, which closed on December 8, 2008.
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RBC Completes Bought Deal Public Offering and Private Placement of Over $2B of its Common Shares
Counsel to Royal Bank of Canada in connection with the offering in Canada, the United States and Europe of $2,000,437,500 of Common Shares.
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Petaquilla Closes $20M Supplemental Senior Secured Notes Financing
Counsel to Casimir Capital LP, the agent, in the US $20,000,000 offering of units of Petaquilla Minerals Ltd.
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Solidarity Fund QFL Acquires 30% Interest in Montrusco Bolton
Counsel to Solidarity Fund QFL in its acquisition of a 30% equity interest in investment portfolio manager and financial advisor Montrusco Bolton Investments.
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RBC Completes a "Bought Deal" Public Offering in Canada of $300M Preferred Shares
Counsel to RBC in connection with the issue of $300M of Series AL First Preferred Shares.
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Financial Close on Agreement to Build, Finance and Maintain New Woodstock General Hospital
Counsel to Ontario Infrastructure Projects Corporation and Woodstock General Hospital in the structuring, procurement, negotiation and construction of the Project Documents for the new Woodstock General Hospital.
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Garda Acquires ATI Systems International
Counsel to Garda World Security Corporation in its acquisition of ATI Systems International, Inc. for a cash purchase price of approximately $393 million.
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Visa Canada Integrates with Visa International
Counsel to Visa Canada Corporation in connection with a global restructuring of Visa International Service International, Visa U.S.A. Inc., Visa Canada Association (now known as Visa Canada Corporation) and other members of the Visa enterprise
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Rio Tinto Acquires Alcan
Counsel to Alcan in connection with its US$38.1 billion acquisition by Rio Tinto plc, the largest all-cash takeover in Canadian history.
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Enobia Completes Third Tranche of its $40.1M Private Financing
Counsel to Enobia Pharma, a biopharmaceutical company developing therapeutics for the treatment of severe orphan disorders affecting the bone, for the third tranche of its private financing.
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RBC Issues $400M of Series AJ First Preferred Shares
Counsel to Royal Bank of Canada in connection with their public offering in Canada of $400 million of Series AJ First Preferred Shares.
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Wajax Acquires Weir Process Equipment
Counsel to Wajax through its business units Kinecor Limited Partnership and Spencer Industries Inc., as purchasers, in the $25M+ purchase of the assets and property of Weir Process Equipment.
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Northern Star Completes Sale of an Additional US$8,000,000 of Units
Counsel to Casimir Capital LP, the agent, in the US $8M offering of units of Northern Star Mining Corp.
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Cirque du Soleil in New Partnership with Dubai World
Acted for Cirque du Soleil in the acquisition of a 20% stake by Istithmar World and Nakheel, units of Dubai World.
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RBC to Offer Up to ZAR 15M Royal Bank of Canada Fixed Rate Deposit Notes in the Uridashi Market
Canadian counsel to Royal Bank of Canada in connection with the offering in Japan of up to ZAR 15m Fixed Rate Deposit Notes due November 1, 2010.
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Royal Bank of Canada Completes Issue of ZAR 30M Fixed Rate Deposit Notes in Uridashi Market
Counsel to RBC in issuing ZAR 30,000,000 (approx. CDN$4,398,000) Royal Bank of Canada Fixed Rate Deposit Notes due November 15, 2011.
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Polaris Geothermal Closes $27M Debenture Private Placement
Counsel to Jacob & Company Securities Inc. in its role as agent, on the offering of 27,000 units of Polaris Geothermal Inc.
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Riverside Company Acquires Herb Thyme Farms
Counsel to The Riverside Company in its $51m acquisition of Herb Thyme Farms, Inc.
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Basell Sells its Corunna Site to Shell Chemicals
Counsel to Basell Canada in connection with the sale of certain assets to Shell Chemicals Canada.
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Domtar Enters Agreement to Sell its Forest Products Business for Approximately $285M
Counsel to Domtar Corporation in its agreement for the sale of its forest products business to the newly created Conifex Inc. for approximately $285 million including an estimated $50 million of working capital.
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Royal Jubilee Hospital Public-Private Partnership Project Financed for $206M
Counsel to Dexia Crédit and Depfa Bank, as lenders, for the Royal Jubilee Hospital public-private partnership project.
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Four Seasons Hotels Privatization
Four Seasons Hotels Inc. was taken private by affiliates of Cascade Investment, L.L.C., Kingdom Hotels, and Isadore Sharp in a transaction valued at US $3.8 billion.
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The Shumka Group Acquires Various Insurance Claims and Risk Management Services from CGI Group
Counsel to The Shumka Group in an acquisition creating the largest independent insurance services company in Canada.
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AIM SOP Phase I LP Completes $75M Financing of Four Wind Farm Projects
Counsel to AIM SOP Phase I LP and AIM on all stages of the development and financing of the Projects.
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Babcock & Wilcox Acquires Intech and Ivey-Cooper Services
Acted as counsel to Babcock & Wilcox in its acquisition of Intech and Ivey-Copper Services.
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RBC Issues Samurai Bonds
Acted as Canadian Counsel to RBC in its issuance, in Japan, of Yen Bonds.
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Videotron Completes US$455 Million Private Placement of Senior Notes
Counsel to Videotron Ltd., the third largest cable operator in Canada, in connection with its completion of a US$455 million private placement of senior notes.
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The Brock Group Acquires All Outstanding Securities Of Steeplejack Industrial Group Inc.
Acted as Canadian counsel for The Brock Group in connection with its successful $122 million acquisition of all of the outstanding securities of Steeplejack Industrial Group.
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Toronto Community Housing Corporation Closes Private Placement of Series A Debentures
Represented Toronto Community Housing Corporation (TCHC) in the private placement of a principal amount of $250,000,000 of 4.877% Series A Debentures due May 11, 2037.
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Yellow Pages Group Acquires Telephone Directories Business of Aliant Directory Services
Assisted Yellow Pages Group Co. (YPG), a wholly-owned subsidiary of Yellow Pages Income Fund, in its acquisition of the telephone directories business of Aliant Directory Services.
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Shell Canada Sells Quebec Thermoshell Interests to Chauffage P. Gosselin
Represented Chauffage P. Gosselin in its purchase of Shell Canada's Thermoshell residential, commercial, and agricultural heating fuels business in Quebec.
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Infrastructure Ontario Transaction for New Durham Courthouse
Acted as counsel to Infrastructure Ontario in a design-build-finance-maintain (DBFM) transaction for a new Durham Courthouse comprised of 33 courtrooms, three motions rooms, and two conference/settlement rooms.
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Goldman Sachs Capital Partners Finances CanWest MediaWorks Purchase of Alliance Atlantis Communications
On January 10, 2007 Goldman Sachs Capital Partners and CanWest MediaWorks announced CanWest MediaWorks' agreement to purchase Alliance Atlantis Communications.
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Yellow Pages Group Acquires Print and Online Directory and Directory Data Services Business of MTS Allstream
Represented Yellow Pages Group (YPG) in its $275 million acquisition of the print and online directory and directory data services business of MTS Allstream, a wholly-owned subsidiary of Manitoba Telecom Services.
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SNC-Lavalin Sells Subsidiary, SNC Technologies, to General Dynamics
Acted for SNC-Lavalin in connection with the sale of its subsidiary, SNC Technologies (an ammunition system integrator), to General Dynamics in a transaction valued at $315 million.
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Yellow Pages Group Acquires TBayTel
Acted as counsel to Yellow Pages Group Co. in the $17M acquisition of the telephone directories business of TBayTel.
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KR Wind Holdings (Canada) Inc. Completes Purchase of 2064807 Ontario Inc., a private holding company for R.J.S. Mechanical Inc. and Q.C. Enterprise Inc.
The vendors, Robert and Janice Scoffield, were represented by Ogilvy Renault LLP with a team comprised of Michel Carle, Anthony Milazzo, Sarah Crossley and Fiorella Bellissimo.
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Europe's Best Acquired by J. M. Smucker
Represented Europe's Best Inc. The acquired business is expected to add approximately $70 million in net sales to The J.M. Smucker Company.
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Bowater Mersey Paper Company Limited Acquires Brooklyn Power Corporation and South Shore Power Services Incorporated
Counsel to Bowater Mersey Paper Company Limited. The acquisition ensures the environmentally beneficial supply of steam for the paper mill, as well as the supply of new renewable electrical power into the Nova Scotia power system.
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Montréal Exchange Floor Traders Claims Dismissed
Ogilvy Renault succeeded in obtaining the dismissal of a multi-million dollar claim.
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Royal Bank of Canada's Sale of $4 Billion of Six-Year Extendible Notes
Acted as Canadian counsel to RBC in connection with the sale of $4B of six-year extendible notes in a 144a private placement.
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TVA Group Repurchases $51M in Class B Non-Voting Shares
Acted as counsel to TVA Group Inc. in its $51,000,000 offer to repurchase up to 3,000,000 of its Class B Non-Voting Shares under a substantial issuer bid.
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Hydro-Québec's Request for Proposals and Award of Wind Farm Contracts with a Potential Investment Value of $5.5 Billion
Represented Hydro-Québec during the process that led to it being awarded 15 contracts to develop wind farms.
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National Bank of Canada Completes Public Offerings of Over $200M in Preferred Shares
Represented the syndicate of underwriters in connection with the public offering by National Bank of Canada of Preferred Shares.
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Kendle International Inc. Acquires DecisionLine Clinical Research Corporation
Represented Kendle in its acquisition of DecisionLine through a wholly owned Canadian subsidiary.
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Acklands-Grainger Purchases Excel F.I.G.
Represented AGI in its purchase of Excel F.I.G, a distributor of industrial supplies in the area of Granby, Quebec.
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RBC Offers $1B Medium Term Notes
Represented RBC in its public offering in Canada of $1 billion of Series 12 fixed/floating rate Medium Term Notes.
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Petaquilla Minerals Closes Brokered Private Placement of Units Through Casimir Capital
Acted as counsel to Casimir Capital LP, the agent, in the US $32,250,000 offering of units of Petaquilla Minerals Ltd.
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Vista Gold Corp Completes Offering of $US30M Secured Notes
Acted as counsel to the agent, Casimir Capital LP, pursuant to their agency agreement with Vista Gold Corp.
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Quebecor Media Take-over Bid for Osprey Media Income Fund
Acted as counsel to Quebecor Media Inc. in its $517 million take-over bid for Osprey Media Income Fund, one of Canada's leading publishers of daily and non-daily newspapers, magazines, and specialty publications.
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Cerberus Bid to Privatize BCE Inc.
Represented Cerberus Capital Management L.P. in its bid to privatize BCE Inc., Canada's largest telecommunications company. The eventual successful bid from another group was ultimately for $51.7 billion.
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World Wide Mineral Commences Arbitration Against Republic of Kazakhstan
Represented World Wide Mineral Ltd. in its commencement of a new arbitration against the Republic of Kazakhstan and its nuclear agency, JSC National Atomic Company Kazatomprom.
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Events
Proxy Fights: The Strategic Alternative to Takeover Bids
Join Ogilvy Renault for this interactive seminar, with speakers from the United States and Canada, and find out what companies, directors and investors need to know to take advantage of—and defend against—proxy fights.
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CICA Annual IFRS Conference - Critical Issues in Implementation
Dawn Whittaker presents a session entitled Preparing Your MD&A.
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2009 IFRS In Canada - Business Issues and Conversion Strategies
Dawn Whittaker and Andrew Welsh, partners in the Business Group, present a session entitled Key Legal Considerations for IFRS Convergence Planning.
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Thunder Bay Law Association Fall 2008 Conference
Jay Lefton speaks on on M&A Considerations in Acquiring Privately-Held Companies: Market Trends, Key Provisions, Traps and Pitfalls.
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Publications
Les aspects relatifs à la gouvernance en vertu de la nouvelle Loi sur les sociétés par actions du Québec
À la suite du dépôt du Projet de loi 63 en octobre dernier, l'Assemblée nationale du Québec adoptait, le 1er décembre 2009, lanouvelle Loi sur les sociétés par actions, dont l'objectif est de moderniser le régime juridique...
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La responsabilité des administrateurs et dirigeants en vertu de la nouvelle Loi sur les sociétés par actions du Québec
À la suite du dépôt du Projet de loi 63 en octobre dernier, l'Assemblée nationale du Québec adoptait, le 1er décembre 2009, la nouvelle Loi sur les sociétés par actions, dont l'objectif est de moderniser le régime juridique...
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La convention unanime des actionnaires en vertu de la nouvelle Loi sur les sociétés par actions du Québec
À la suite du dépôt du Projet de loi 63 en octobre dernier, l'Assemblée nationale du Québec adoptait, le 1er décembre 2009, la nouvelle Loi sur les sociétés par actions, dont l'objectif est de moderniser le régime juridique...
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Les modifications de structure en vertu de la nouvelle Loi sur les sociétés par actions du Québec
À la suite du dépôt du Projet de loi 63 en octobre dernier, l'Assemblée nationale du Québec adoptait, le 1er décembre 2009, la nouvelle Loi sur les sociétés par actions, dont l'objectif est de moderniser le régime juridique...
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Les règles en matière de financement et de maintien du capital en vertu de la nouvelle Loi sur les sociétés par actions du Québec
À la suite du dépôt du Projet de loi 63 en octobre dernier, l'Assemblée nationale du Québec adoptait, le 1er décembre 2009, la nouvelle Loi sur les sociétés par actions, dont l'objectif est de moderniser le régime juridique...
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Le droit au rachat d'actions en vertu de la nouvelle Loi sur les sociétés par actions du Québec
À la suite du dépôt du Projet de loi 63 en octobre dernier, l'Assemblée nationale du Québec adoptait, le 1er décembre 2009, la nouvelle Loi sur les sociétés par actions, dont l'objectif est de moderniser le régime juridique...
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La nouvelle loi sur les sociétés par actions du Québec - une réforme en profondeur du droit des sociétés au Québec
En décembre dernier, le Gouvernement du Québec adoptait le Projet de loi no 63 intitulé Loi sur les sociétés par actions. La nouvelle loi constitue une réforme en profondeur du droit des sociétés applicable au Québec qui touchera...
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Les modifications clés touchant les sociétés ouvertes en vertu de la Loi sur les sociétés par actions du Québec
À la suite du dépôt du Projet de loi 63 en octobre dernier, l'Assemblée nationale du Québec adoptait, le 1er décembre 2009, la nouvelle Loi sur les sociétés par actions, dont l'objectif est de moderniser le régime juridique...
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Les nouveaux recours d'actionnaires en vertu de la nouvelle Loi sur les sociétés par actions du Québec
À la suite du dépôt du Projet de loi 63 en octobre dernier, l'Assemblée nationale du Québec adoptait, le 1er décembre 2009, la nouvelle Loi sur les sociétés par actions, dont l'objectif est de moderniser le régime juridique...
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The New Business Corporations Act: Quebec Company Law Gets a Major Overhaul
On October 7, 2009, Quebec's Finance Minister tabled draft legislation (Bill 63) entitled the Business Corporations Act, which aims to modernize and substantially amend the legal framework applicable to legal persons currently governed by Parts I...
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New Federal Legislation Relating to Not-for-Profit Corporations
Virtually all existing federal not-for-profit corporations are incorporated under, and subject to, Part II of the Canada Corporations Act.
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New Federal Legislation Relating to Not-For-Profit Corporations (Bill C-62) - Again
On June 13, 2008, the federal government introduced legislation in the House of Commons which, it hopes, will eventually replace the Canada Corporations Act and apply to most federal not-for-profit corporations.
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Summary of the Quebec Court of Appeal Decision in the BCE Matter
On May 21, 2008, the Court partially allowed the debentureholders' appeal and set aside the Superior Court's approval of the plan of arrangement, casting a great deal of doubt on the likelihood that the transaction can be completed as planned.
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The BCE Decisions
On Friday, March 7, 2008, the Quebec Superior Court handed down five judgments approving BCE's plan of arrangement for its privatization and dismissing all claims asserted by or on behalf of certain holders of Bell Canada debentures.
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Lobbyist Registration: New Rules and Burdens Coming on Canada Day
The long-awaited amendments to the federal Lobbyists Registration Act are now scheduled to come into effect on July 1, 2008.
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Doing Business with Foreign States and State Companies
Doing business with foreign states can be very attractive for Canadian firms. States can award lucrative contracts on a scale uncommon in the business world.
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The Challenges of Governing, a speech by Derek Burney
"The Challenges of Governing" is a speech from Derek Burney, Senior Strategic Advisor at Ogilvy Renault LLP, given at the Deloitte National Public Sector Industry Conference, Museum of Civilization, Gatineau, on November 15, 2006.
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Lobbyists Registration: New Canadian Federal Government Requirements on the Horizon for Business Enterprises
The Lobbyists Registration Act (the "Act")[1] applies to all persons who lobby the Government of Canada, whether for the benefit of their company or organization, or for the benefit of clients.
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New Federal Legislation Relating to Non-Profit Corporations
Virtually all existing federal non-profit corporations are incorporated under, and subject to, PartII of the Canada Corporations Act.
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Peoples v. Wise: Long-Awaited Guidance on Directors' Duties to Creditors
Directors face important challenges in this post-Enron world of stricter regulation and growing shareholder activism. Now, more than ever, they need firm guidance to help them comply with their legal duties.
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Important Assets: Owning & Maximizing Value
In 1982, 65% of the market value of S&P companies in the U.S. was made up of tangible assets. However, in 1998, tangible assets accounted for only 15% of the market value whereas 85% of the market value was assigned to intangible assets.
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British Columbia Business Corporations Act to Come Into Force
On October 31, 2002, the British Columbia government approved the new Business Corporations Act (the ''New Act''), which, as amended in October 2003 by the Business Corporations Amendment Act, 2003 and the Business Corporations Amendment Act (No. 2), ...
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Media Highlights
Drill Seekers
Ogilvy Renault is excited about Calgary because it's booming a little more than in the past and we're continuing to see demand for legal services there, says Andrew Fleming in The Lawyer's report on Canada.
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Ogilvy Expands Into Calgary
Scott ''Rusty'' Miller, Managing Partner of the Calgary office, and John Coleman, Managing Partner of the firm, talk to the National Post about Ogilvy Renault's move to the centre of the energy sector.
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The Pros And Cons Of Franchising
In The Gazette, Christine Kilby and Robert Kozlov provide advice on how to enter the business of franchising.
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Me Bergeron a assumé un rôle historique
In Le Monde Juridique, Jean-Pierre Colpron describes the work of Claude Bergeron of the Caisse de dépôt et placement du Québec during the asset-backed commercial paper market restructuring process.
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How To Go Public Cheaper And Faster
The streamlined approach of the Canadian National Stock Exchange gives small and mid-sized businesses another option to list their company, says Andrew Grossman in the National Post.
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Clock Ticking On Accounting Change For Public Companies
The time is now to prepare for the switch to the International Financial Reporting Standards. Andrew Fleming explains in Law Times.
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Corporate Lawyers Wait For Other Shoe To Drop
A focus on corporate commercial law in Law Times features Andrew Fleming addressing the pending ruling by the Supreme Court on the BCE sale.
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Raising Capital on the TSX and AIM - Canadian and UK Experts Look at the Facts
Most Canadian companies have historically listed on domestic exchanges. But recently, there has been a trend of smaller, growing companies listing on the Alternative Investment Market (AIM) of the London Stock Exchange (LSE)...
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Terence Dobbin Featured in Financier Worldwide
Terence S. Dobbin, a partner in Ogilvy Renault's Business Law practice, was invited to write a guest column in November's UK-based Financier Worldwide magazine.
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Counsel to Counsel Profiles Ogilvy Renault's Partnership with Domtar on Innovative Cross-Border Combination
Ogilvy Renault co-chair Norm Steinberg and counsel Claude Fontaine are highlighted in the October issue of Counsel to Counsel magazine for their key roles in creating the landmark cross-border combination between Domtar Corp. and Weyerhaeuser Co. in ...
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Domtar to sell its forest products business for approximately CDN$285 million
Domtar Corporation announced that it has entered into an agreement for the sale of its forest products business to the newly created Conifex Inc. for approximately CDN$285 million including an estimated CDN$50 million of working capital.
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Symmetry Holdings to acquire Novamerican Steel for US$582.2 million
Symmetry Holdings Inc. and Novamerican Steel Inc. announced that they have entered into a definitive agreement whereby Symmetry will acquire all of the issued and outstanding shares of Novamerican for US$585.2 million, or $56 per share, in cash.
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Ogilvy Renault's M&A, Corporate Finance and Technology Practices strengthened by addition of Jay Lefton
Ogilvy Renault LLP is pleased to announce that Jay A. Lefton will be joining the firm as a partner in its Business Law Group in Toronto, July 1, 2007.
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Ogilvy Renault LLP Represents Montréal Exchange in its Original Stock Exchange Listing
Today, the common shares of Montréal Exchange (MX), Canada's financial derivatives exchange, began trading on the Toronto Stock Exchange under the symbol MXX.
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Ogilvy Renault LLP Represents Montréal Exchange in its Strategic Partnership with New York Mercantile Exchange
Ogilvy Renault LLP represented Montréal Exchange (MX) in its strategic partnership with New York Mercantile Exchange announced on March 23, 2007.
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Ogilvy Renault LLP and Séguin Racine, Attorneys advising Garda in its acquisition of ATI Systems International to become second largest cash handling company in North America.
Ogilvy Renault LLP, along with Garda World Security Corporation's long-time legal counsel, Séguin Racine, Attorneys (Laval, Québec), are representing Garda in connection with its proposed acquisition of ATI Systems International to become the second ...
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Ogilvy Renault represents Bowater Incorporated in merger with Abitibi-Consolidated Inc.
Ogilvy Renault, LLP acted as Canadian legal adviser to Bowater Incorporated (NYSE: BOW) in connection with its merger of equals with Abitibi-Consolidated Inc.
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Ogilvy Renault Represents Four Seasons Founder
The Four Seasons Hotel announced on November 6, 2006, that it had received a proposal to pursue a transaction through which it would be taken private.
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Ogilvy Renault LLP Represents Domtar in Largest Fine Paper Deal in North America
Ogilvy Renault acted as counsel to Domtar Inc. in their $3.3-billion (U.S.) combination with Weyerhaeuser Co.
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Ogilvy Renault LLP and BioScience Managers Land on MaRS
Ogilvy Renault LLP, one of Canada's top law firms, and BioScience Managers, an international venture capital firm, are pleased to announce the opening of the Bioscience Exchange @ MaRS.
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Ogilvy Renault Appoints Renaud Coulombe As Montréal Chair of Business Law Group
Ogilvy Renault LLP is pleased to announce that Renaud Coulombe has been appointed as Chair of the Business Law Group in the Montréal office.
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Contacts

James R. Cade
416.216.4840
jcade@ogilvyrenault.com
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Amar Leclair-Ghosh
514.847.4612
aghosh@ogilvyrenault.com
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