WWW.LEXPERT.CA
|
2018
|
LEXPERT 15
Gamble, Ian J. Thorsteinssons LLP
(604) 602-4290 gamble@thor.ca
Mr. Gamble represents several corporate clients in the mining, forestry,
telecommunications, oil and gas, energy and real estate sectors. His
corporate and international tax practice includes merger & acquisition
structuring, tax opinions, CRA audit and transfer pricing defence,
and tax appeals.
Gagné, Martin R. Fasken Martineau DuMoulin LLP
(418) 640-2001 mrgagne@fasken.com
Mr. Gagné specializes in corporate, commercial and real estate law as well
as corporate and project financing. A large part of his practice is devoted
to mergers & acquisitions, financings, joint ventures and reorganizations.
He represents clients operating in various industries such as natural
resources, specifically the mining, forestry, oil and gas sectors.
Freeman, Sheldon Goodmans LLP
(416) 597-6256 sfreeman@goodmans.ca
Mr. Freeman practises M&A, corporate finance and securities law
advising on a wide range of domestic and cross-border matters, including
acquisition and defence strategy, transaction structuring and all relevant
legal considerations. He also acts on a broad range of capital markets
transactions and advises on corporate matters ranging from formation
to shareholder disputes and liquidity events.
Fraser, Jean M. Osler, Hoskin & Harcourt LLP
(416) 862-6537 jfraser@osler.com
Ms. Fraser advises boards and senior management of public and private
companies, principally on complex governance, M&A and corporate finance
matters. Her financing experience includes domestic and cross-border public
and private offerings of debt and equity and infrastructure financings. She
has been lead counsel on many of Canada's most significant transactions.
Fraiberg, Jeremy D. Osler, Hoskin & Harcourt LLP
(416) 862-6505 jfraiberg@osler.com
Mr. Fraiberg, Co-Chair of the M&A Group, practises corporate and securities
law with an emphasis on M&A and corporate finance. He acts for public
and private companies, private-equity funds and investment banks
on a range of transactions.
Fien, Cy M. Fillmore Riley LLP
(204) 957-8348 cyfien@fillmoreriley.com
A Senior Tax Partner of Fillmore Riley LLP, Mr. Fien practises primarily in
the areas of taxation and trust law. He has extensive experience in corporate
tax planning, corporate reorganizations, estate planning, trust law and tax
litigation. He taught corporate tax and estate planning courses at the Faculty
of Law at the University of Manitoba for over 20 years.
LEXPERT-RANKED LAWYERS
very significant component of trade with the US
that's front and centre addressed in NAFTA,"
says Fred Pletcher, a partner at Borden Ladner
Gervais LLP. "So, if you're a Canadian auto parts
manufacturer or a contributor to the auto supply
chain, yeah, it's more difficult these days" to find
an acquirer.
e stumbling block for a potential buyer is
figuring out value for the target asset. If NAFTA
stays in place, that's a relatively simple calcula-
tion, but if NAFTA goes away or gets renegoti-
ated, what does the price become? Until we know
the outcome, pricing is a challenge. Some buyers
in industries that would be affected by changes
to NAFTA are taking a wait-and-see approach,
says Pletcher, who chairs his firm's national min-
ing group.
at said, deals are still happening, and eq-
uity investors, for the time being, don't seem
particularly rattled. Shares in Canadian auto
parts makers have risen strongly over the past 18
months, with some approaching record highs.
Shares in forest companies are also benefitting
from an updra. Practitioners in the area say
one of the few areas where uncertainty is show-
ing through is in some M&A agreements that
now include clauses that require the purchaser
to be compensated in the event, say, the US
walks away from NAFTA.
Perhaps the real issue is that uncertainty
around trade deal is so great that players simply
don't know how, or whether, to act. Over the past
year, the Trump administration has made a vari-
ety of statements about its intentions on NAFTA,
ranging from, "It's a bad agreement that must be
torn up" to, more recently, "Let's renegotiate the
pact." Some observers speculate that even the
White House isn't clear on what it wants.
One theory making the rounds, according to
a lawyer who asked not to be named, is that the
old Canada-US Free Trade Agreement that ex-
isted prior to NAFTA was never actually termi-
nated. Instead it was simply le dormant. Should
NAFTA be thrown out, this line of thinking
goes, the old Free Trade deal would automatically
come back into force. And since it was similar to
NAFTA, there would be minimal disruption for
Canadian companies.
But this just adds to the speculation. e bot-
tom line is that there are a great many ways this
issue could be resolved, and given the complexity
of NAFTA itself, each potential outcome would
impact companies differently. at's a whole lot
to think about for any potential participant in
an M&A deal. Some observers wonder if they're
simply tuning it out. "I think people are sort of
saying, we can only control what we can control,"
says Goodman's Feldman. "People are doing deals
in spite of the uncertainty."
