Partner, Lawyer

Mireille Fontaine

• Private Equity: Fueling Canada’s Growth

  Article published in lesaffaires.ca (2020)

• You seek investors? Prepare adequately

  Article published in lesaffaires.ca (2020)

• Reverse Takeovers: An Alternative to the Traditional Initial Public Offering

  Co-Chair of this article published in lesaffaires.ca (2020)

• The 2016 Canadian Private Target Mergers & Acquisitions Deal Point Study

  Co-Chair of this article published in January 2016 by the ABA's M&A Committee

• “Mergers & Acquisitions Review: Planning a Private M&A Transaction”

  Co-author of the article, published in Who’s Who Legal: Canada 2015, November 6, 2015

• The 2014 Canadian Private Target Mergers & Acquisitions Deal Point Study

  Co-Chair of this article published in December 2014 by the ABA's M&A Committee

• The International Task Group of the M&A Committee of the ABA in the context of its publication of International Joint Ventures – A Guide for U.S. Lawyers

  Vice-Chair of this article, in June 2013

• The 2012 Canadian Private Target Mergers & Acquisitions Deal Point Study

  Vice-Chair of this article, published on December 28, 2012 by the ABA's M&A Committee

• “The Canadian M&A Market 2011 Outlook Appear Positive”

  Co-author of an article, published in Lexpert 2011 Guide to Leading US/Canada Cross-Border Corporate Lawyers in Canada

• “Prepare and package your business for a deal”

  Co-author of an article, published in the Fall 2010 issue of Bio Business Magazine

• “Business Corporations Act (Bill 63) – a major reform of Québec Corporate Law”

  Co-author of an article, published in Lexology in November 2009

• Canadian Private M&A Trends

  Vice-chair of this study published in 2008 through ABA

• Acted for Aerial Technologies Inc. in its financing round in secured convertible notes in series 5 preferred shares for a total round of $US 1,964,500 with various investors including Yaletown Innovation Growth Limited Partnership, as lead investor, Fonds Innovexport, S.E.C., TandemLaunch Ventures Aerial Investment I (2022) L.P., Greene Lane Investment, LLC, Telefonica Open Innovation S.L., and others (2022);
• Acted on behalf of RPM International inc. (NYSE: RPM), a U.S.-based multinational corporation, in the course of its acquisition of Entreprises Prostamp Inc., a corporation specializing in the manufacture of various construction parts using stamping, machining and welding processes (September 2022);
• Acted as lead counsel for Difuze Inc., a Canadian leader in audiovisual content packaging, versioning and delivery, in its acquisition of SpeakEasy DV Inc., a company specializing in video description (2022);
• Acted as lead counsel in Québec for Archimed through MED III in the context of its investment in Corealis Pharma, a North American CDMO, this partnership enabling the Americas' leading CDMO to formulate oral pharmaceutical dosage and manufacture clinical supplies of growth accelerants (2022);
• Acted as lead counsel for Clareo Inc., Québec's largest network of dental clinics, in the context of its strategic partnership with the International Dental Institute (IDI) (2022);
• Acted as lead counsel to Marshall Fields International BV, an Amsterdam-based holding company, in its acquisition of CannTrust Equity (2022);
• Acted as lead counsel to Energere Inc. a company specializing in energy efficiency and intelligent street lighting in its sale to Ainsworth Inc., a subsidiary of GDI Integrated Facility Services Inc. (2022);
• Acted as lead counsel in Quebec to Epsilyte Holdings LLC, a leading provider of advanced materials for, namely, building insolation, in its acquisition of StyroChem Canada, Ltd., a leading North American producer of expandable polystyrene (2021);
• Acted as lead counsel to Clareo Inc., the largest domestic network of dental clinics in Québec, in its financial partnership with Walter Capital Partners (2021);
• Acted as lead counsel to EVAH, in relation with the signing of four contracts with Elanco Animal Health Incorporated to acquire and develop technologies in animal health (2021);
• Acted as lead counsel to Clean Biologics SAS, a French biopharmaceutical services company, on its recent acquisition of Biodextris Inc, a Canadian service provider to clients in the vaccine and biopharmaceutical industries (2021);
• Acted as lead counsel to North Sky Capital, general partner of Clean Growth V, L.P., in the context of its investment as limited partner in Persistence Capital Partners (International) III, L.P. (2021);
• Acted as lead counsel to GefCo a Canadian private equity based in Laval, Quebec in its acquisition together with La Corporation Financière Champlain of Naya Waters Inc., a Quebec-based company offering natural spring water of exceptional quality (2021);
• Acted as lead counsel to Lincoln Row Investments, LLC in its investment via KISS in Ditch Labs Inc., a company developing an innovative approach to nicotine addiction treatment, addressing both physiological and psychological addition concurrently, through the use of a proprietary medical device paired to a digital therapeutic application (2021);
• Acted as lead counsel to Angany Inc., a private French-Canadian pharmaceutical company, expert namely in precision medicine against allergies, in its private Series A round of financing (2020);
• Acted as lead counsel to Stathera IP Holdings Inc., a private Canadian technology company, operating in the MEMS (Microelectromechanical system) Timing resonator technology, in connection with an equity financing for a total of US$ 4.8 million, including a major investment by a South Korean multinational conglomerate company (2020);
• Acted as counsel for Medline Industries Inc. in the acquisition of Médi-Select, a Quebec city-based distributor of medical and dental supplies (2020);
• Acted as lead counsel for Aerial Technologies Inc. in its financing round in convertible notes in series 3 preferred shares for a total round of $US 4,225,050 with various investors including Fonds Innovexport, S.E.C., Middlefield Ventures, Inc., Kibo Ventures Innvierte Open Future FCR-PYME, Telefonica Open Future S.L.U., Dragon Capital and others (2020);
• Acted as lead counsel for Humania Assurances Inc. in the sale of Aurrea Signature Inc. to IDC Worldsource Insurance Network Inc., one of Canada’s leading life Insurance Managing General Agencies (2019);
• Acted as counsel for RPM International Inc. (NYSE:RPM) in its acquisition of Logiball Inc., a leading manufacturer of trenchless pipe rehabilitation equipment (2019);
• Acted as lead counsel for Matricis Informatique Inc. in its sale to Alithya Group Inc. (SX: ALYA) (NASDAQ: ALYA) (2019);
• Acted as lead counsel for Prevtec Microbia Inc. in its sale to Elanco Canada (2019);
• Acted as lead counsel for Humania Assurance Inc. in its acquisition of all of the assets of Tour+Med Assistance, Inc. and Multi+Med Inc. (2019);
• Acted as lead counsel for Metrobec Inc. on it’s sale to Triple M Metal L.P. (2019);
• Acted as counsel for TELUS Communications Inc. in its acquisition of Focus Gestion de Flotte et Carburant Inc. (2019);
• Acted as counsel for the controlling shareholders of Momentum Group Limited and AIP Group (Canada) Inc. in their acquisition of Sym-Tech Inc. (2019);
• Acted as lead counsel for CM-CIC Capital as limited partner in the Teralys Capital L.P. and Novacap International Industries V, L.P. (2018 and 2019);
• Acted as lead counsel for an important investor in the IPO of LightSpeed Retail Inc. (2019);
• Acted as counsel for Valent BioSciences LLC in its acquisition of the assets of AEF Global Inc. (2018);
• Acted for Nudura Corporation, a leading manufacturer/distributor of insulated Concrete Forms, on its sale to RPM International Inc. (2018);
• Acted for Aerial Technologies, a pioneer in wireless motion analytics powered by AI, in its raise of an additional US$3 million funding led by Intel Capital (2018);
• Acted for Knox Capital Inc. in its Round A financing (2018);
• Acted as counsel for Panache Ventures in the seed financing of Audible Reality which has developed 3D audio software to deliver high-fidelity spatial sound and AI to analyze and optimize 3D environments (2018);
• Acted as counsel for Panache Ventures in the $2 million pre-seed financing of Doolay.ai in Vancouver, a leader in corporate SaaS Space sales, led by Scale VP Ventures with the participation of Pallasite Ventures and New Avenue Capital (2018);
• Acted as counsel for Tandem Expansion in the sale of nGrain Corporation, a global leader in artificial intelligence and 3D augmented reality software, to mCloud Corp. (2018);
• Acted as lead counsel for Urecon Ltd. in the sale of 49% of its shares to GF Piping Systems, a division of George Fisher AG (2017);
• Acted as lead counsel for Urecon Ltd. and its management in the acquisition of its majority shareholder, Capital Régional et Coopératif Desjardins (2017);
• Acted as counsel for Caisse de depot et placement du Québec [Québec Deposit and Investment Fund] as part of its investment as a major sponsor in the Bain Double Impact Fund, L.P. (2017);
• Acted as lead counsel for Tandem Expansion as part of its reinvestment in Averna Technologies Inc. (2017);
• Acted as lead counsel for Safety Express Ltd. in its acquisition of the company 2848 0440 Québec inc. (doing business as Select Supplies and SelectPro), a distributor of specialized cleaning equipment (2017);
• Acted as lead counsel for Aurrea Signature Inc. in its purchase of a minority share in Karma Assurance, an online insurance sales start-up company (2017);
• Acted as lead counsel for eStruxture Data Centers Inc. in its acquisition of Netelligent Hosting Services Inc. (2016);
• Acted as lead counsel for Kensington Private Equity Fund in the acquisition of Walker Glass Company Ltd. (2016);
• Acted as lead counsel for Biomod Concepts Inc., a company which converts soft materials into skincare product applicators, fragrance dispensers or skin-worn medical devices, in the sale of a controlling position in a Québec company (2015);
• Acted as lead counsel for Tandem Expansion in its acquisition of control of Averna Technologies, a global leader in developing test solutions for electronics and communications manufacturers worldwide (2015);
• Represented Voice Trust Holding Inc., a privately held global voice recognition company, and its Canadian subsidiaries, in connection with the reverse takeover carried out by Delrand Resources Inc. for a total amount of CAD$27,000,000;
• Represented Simon Equity Partners in the acquisition of a majority share of Coalision Inc, previously owned by Kilmer Capital Partners, a transaction taking place with other financial investors, including Pelican LP, a company comprising André Desmarais, members of the Hermès family, and Fonds de solidarité FTQ;
• Represented Pediapharm Inc. in its qualifying transaction on the TSX Venture Exchange comprised of its merger with Chelsea Acquisition Corporation and related private placements of subscription receipts and common shares, for gross proceeds of approximately $8 million for Pediapharm;
• Represented Fiers Partenaires, s.e.c., Teralys Capital Fund of Funds, L.P., and BDC Capital Inc, who acted as limited partners in their $50 million total investment in Fonds d’investissement Réal;
• Represented Elekta Ltd. in their business operations in Canada;
• Represented Fondaction CSN, who acted as a limited partner in its investment in Lumira Capital II;
• Represented the private equity company Oaktree Capital Management L.P. in Canada in its cross-border acquisition of all the shares of Zodiac MILPRO (Military and Professional) Group;
• Represented Teralys Capital in its participation as a limited partner in Sofinnova Capital;
• Represented limited partners Teralys Capital, Northleaf, BDC and FSTQ in the creation of two funds in the area of life sciences: Lumira Capital II and Merck Lumira Biosciences Funds, who will together bring in $150 million;
• Representation on behalf of the Co-operators company in its business transactions;
• Represented the American Reprographics Company (“ARC”) (NYSE: ARC), a leading US-based document solutions company, for the purposes of a cross-border credit facility secured by assets valued at USD$50 million;
• Represented Voice Trust B.V., a global supplier of digital payment and voice recognition solutions, in the cross-border acquisition of Perceive Solutions Inc., a Montréal-based voice technology company, as well as in negotiations with the CRIM [Computer Research Institute of Montréal] for the purposes of a major strategic research contract;
• Represented TIM-BR Marts Ltd. in the acquisition of all the shares of IRLY Building Centers;
• Represented Northgate Arinso in its negotiations with the SAQ [Québec alcoholic beverage commission] regarding management of the latter’s HR solutions;
• Counseled and represented various private technology companies in their financing, by debt or by equity from various key venture capital players, including Utilicase Inc. and Prognomix Inc.;
• Represented lenders (ACE Management and Fonds de solidarité des travailleurs du Québec (F.T.Q.)) in a debtor-operator agreement with Mecachrome International Inc., as part of the implementation of Mecachrome’s reorganization and settlement plan in Canada under the Companies’ Creditors Arrangement Act (CCAA) (France-Canada);
• Sale of Virochem Pharma Inc. to Vertex Pharmaceuticals (Canada) Inc. (Canada – U.S.);
• Acquisition of the air ambulance unit of Skyservice Aviation d’affaires Inc. by Emergency Medical Services Corporation (U.S. – Canada);
• Representation of the SAQ in the sale of Maison des Futailles S.E.C. to Kruger Inc.;
• Investment by ACE Management, a French private equity management company, in the company Maetta Sciences Inc. (France – Canada);
• Acquisition of the Canadian division of the Gennum Corporation, which specializes in wireless headphones for consumers, by Cellpoint Connect AB, a Swedish public company (Sweden-Canada);
• Represented exchangeable shares in various public sector agencies.

• February 2019

  Moderator, Panel by BCF LLP on Venture Capital Growth, with BDC, Investissement Québec and Fonds de solidarité F.T.Q.

• January 2019

  Speaker at the Women’s Networking International: panel on path to success

• November 2017

  Panel by Réseau Capital on “Start-up Funds in Quebec”

• September 15th, 2017

  Panel on “Cross-Border and Other Hot Topics in private Equity M&A” at the ABA Meeting in Chicago

• 2016, April 4th, 2017

  Speaker for the Canadian Bar Association on Latest M&A Trends on the Canadian Private M&A Trends Study of the ABA

• April 9, 2016

  Speaker for the American Bar Association on “Cases that Matter: Recent Cases Affecting M&A Agreement” drafting

• November 25, 2015

  Speaker for the Young Bar Association of Montréal: “M&A - Complex Disclosure Clauses: from the due diligence to the drafting”

• April 28, 2015

  Speaker for the Canadian Bar Association on “Latest Canadian Private M&A Deal Trends: What you need to know”

• June 13, 2013

  Panelist for the M&A Club of Montréal, “M&A: What's up? How to bring deals together in these times?”

• March 21, 2013

  Speaker for the Canadian Bar Association on “Practical advice for a value added due diligence”

• May 16, 2012

  Speaker at Gowlings' conference on “Project Management in M&A”

• October 27, 2010

  Speaker at Gowlings' conference on “The Role of the In-House Counsel in Mergers and Acquisitions”

• March 2010

  Speaker on a Gowlings panel for FEI Canada on the “Acquisition of a distressed company”

• April 2009

  Speaker as part of a panel at the ABA in Vancouver, on M&A Trends in Canada

• December 2008

  Speaker at the “Women in M&A” event in Denver, Colorado on “Cross-Border deals from a Canadian perspective”