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Industry Expertise
Our firm has played a major role in domestic and international transactions in almost every key industry, with particular expertise in manufacturing, forestry products, technology (biotech, telecom, software, e-commerce/Internet), real estate, retail, transportation, construction and energy. We are a leader in advising emerging companies.

Negotiated Acquisitions
The strategy and planning involved in negotiating the acquisition or disposition of privately-held companies are subject to many variables which are influenced by rapidly changing market conditions. The interests and motivations of strategic buyers are significantly different from those of purchasers backed by private equity funds in leveraged buy-outs and those of state-owned businesses. BCF’s M&A team tailors its approach according to the type of transaction being negotiated and the specific sensitivities of the clients it represents. Identifying and making concessions of lesser importance to obtain concessions of greater importance for the client is part of the art of the deal - something the members of BCF’s M&A team understand very well.

Takeovers Bids
Various members of BCF’s mergers team regularly act for purchasers of public companies, target companies and the independent board members of target companies in the context of takeover bids. Years of practice combined with technical know-how provide BCF’s clients involved in public M&A with the critical counsel they require.

Transfers of Owner-Operated Businesses
BCF has acquired a great deal of experience advising owner-operators and shareholders of closely held corporations in the transfer of their businesses. We are particularly sensitive to the needs and expectations of clients who are essentially dealing with their own money. Transferring a family-owned business from one generation to the next or to employees in the context of a management buy-out presents unique challenges to the parties involved as well as to their counsel – something BCF’s familiarity enables it to deal with very successfully.

Cross-Border Transactions – Outbound
An important aspect of BCF’s M&A practice consists of assisting clients in their dealings abroad. A number of our lawyers are members of the Bars of other jurisdictions, have practiced abroad and speak a variety of languages. These skills are invaluable in bridging cultural and linguistic differences and facilitate the resolution of issues when representing clients conducting business abroad. BCF has a far-reaching and well-established network of contacts which it actively maintains, in addition to its membership in Meritas Law Firms Worldwide (described below). Our understanding of a client’s business culture combined with our wide-ranging experience in managing relationships with transacting parties and lawyers in foreign jurisdictions gives us the ability to deal effectively with the additional issues that arise when doing business abroad.

Cross-Border Transactions - Inbound
BCF has extensive experience representing foreign buyers and sellers, particularly from the US and the European Union. We also regularly act as local counsel in international transactions and are accustomed to working with external legal counsel, accountants and consultants of foreign clients. Our lawyers know the local markets and are well-known locally, particularly within the banking, accounting, investment and business communities. Part of the value-added service we provide is to make our contacts, relationships and networks available to our foreign clients to facilitate their penetration of our markets.

Managing Transactions
Managing timing and fees is essential to successfully completing transactions. We staff transactions with lawyers and other professionals who have the appropriate expertise and level of experience, and tend to have relatively small teams to increase efficiency where timing and complexity permit. We take advantage of state-of-the-art technology to improve communication and document preparation and management. Knowledge management, information sharing and effective communication among team players produce useful responses, rapid turnaround and better organization. We are committed to transparency, sticking to budget and keeping clients up-to-speed to avoid surprises.

Multidisciplinary Approach
BCF has developed an approach in response to the evolving needs of clients in their business dealings generally, and particularly in the area of M&A. The firm uses a unique multidisciplinary approach to provide innovative, strategic advice in complex transactions. Our M&A practitioners include other members of the firm in their transaction teams to provide specific expertise when required, including in the following areas:

  • Tax (domestic and international tax planning)
  • Securities (including takeover bids, management circulars and related strategies and compliance with securities laws and stock exchange rules)
  • Anti-Trust Merger Review (Competition Act)
  • Foreign Investment Review (Investment Canada Act)
  • Intellectual Property (including patent, trade-mark, industrial design, copyright, licensing, due diligence and transfers)
  • Real Estate (including transaction structuring, property transfers and financing, title searches and due diligence)
  • Labour and Employment (including benefit and pension plans, collective agreements and due diligence)
  • Business Immigration (including visas, work permits and due diligence)
  • Banking and Finance (including credit and other finance-related agreements and security)
  • Insolvency and Restructuring (including transactions involving distressed businesses)
  • Commercial Litigation and Arbitration (domestic and international)


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