14 LEXPERT
|
2016
|
WWW.LEXPERT.CA
DesLauriers, J. Mark Osler, Hoskin & Harcourt LLP
(416) 862-6709 mdeslauriers@osler.com
Mr. DesLauriers focuses on cross-border finance and the regulation of
securities and derivatives marketplaces, dealers and advisors. Clients include
investment banks, securities dealers, financial institutions, asset managers,
securities and derivatives marketplaces, and corporate investors.
Désilets, Olivier Davies Ward Phillips & Vineberg LLP
(514) 841-6561 odesilets@dwpv.com
Mr. Désilets specializes in corporate and securities law with an emphasis
on capital markets and mergers and acquisitions. He has extensive experience
in public offerings, take-over bids, plans of arrangement, private placements,
corporate governance matters, as well as general securities law compliance
in various industries.
Desbarats, QC, Robert P. Osler, Hoskin
& Harcourt LLP (403) 260-7015 rdesbarats@osler.com
Mr. Desbarats advises Canadian, US and foreign clients on complex domestic
and cross-border energy transactions. His experience engages the oil and gas
and power generation sectors, and the purchase and sale of energy assets
and companies.
Denstedt, QC, Shawn H.T. Osler, Hoskin
& Harcourt LLP (403) 260-7088 sdenstedt@osler.com
Mr. Denstedt is national Co-chair of the firm. His practice is comprised
of energy, mining, environmental, regulatory and Aboriginal law matters.
He has appeared before many of Canada's major regulatory tribunals.
DeLuca, Frank A. Cassels Brock & Blackwell LLP
(416) 642-7475 fdeluca@casselsbrock.com
Mr. DeLuca's M&A, corporate finance and governance practice encompasses
public and private purchase and sale agreements, advising issuers and
underwriters on raising capital, JVs and advising on corporate governance.
Cusinato, Curtis Stikeman Elliott LLP
(416) 869-5221 ccusinato@stikeman.com
Mr. Cusinato is a partner in the Toronto office, sits on the firm's Partnership
Board and is the former head of the Corporate Department. With an emphasis
on cross-border M&A, his clients include private and public companies and
multinationals in a wide range of industries, private-equity groups and hedge
funds, merchant and investment banks, and financial institutions.
LEXPERT RANKED LAWYERS
Canada, such as the Canada Business Corporations Act.
Under corporate laws, a bidder can do a "compulsory
squeeze," whereby if they persuade shareholders to ten-
der 90 per cent of the shares, they can force owners of
the remaining 10 per cent of the shares to sell.
ere would have been a clash between the two dead-
lines, however, since the period during which the bidder
has to do the squeeze is 120 days from launch, says Ruf.
"Literally, you did not have time to let the bid expire
and do the compulsory acquisition. You were going to
have a legal impossibility between the two deadlines."
So the regulators decided the bid should remain open
for only 105 days.
With these three key provisions in place, the regula-
tors apparently thought they had no need to directly
limit shareholder rights plans. "During an open bid
period, they make poison pills kind of redundant, but
they don't rule them out," says Wright.
Wright and other M&A lawyers agree that poison
pills will continue to serve a purpose: addressing a
"creeping take-over" bid, where a bidder tries to gain
"They want to get their deal
done quickly. By their very
nature, hostile bids are
opportunistic. These new
rules are going to slow things
down, and mitigate the ability
to quickly capitalize on an
opportunistic bid period."
- NORALEE BRADLEY,
OSLER, HOSKIN & HARCOURT LLP
