Shaw Communications Inc.

Acted for Shaw Communications Inc. in the acquisition by Rogers Communications Inc. of all of Shaw's issued and outstanding Class A and Class B shares in a transaction valued at approximately C$26 billion, including debt, representing a significant premium for Shaw's shareholders. This deal won M&A Deal of the Year at the 2024 Canadian Law Awards.

Shaw Communications Inc.

Acted for Shaw Communications Inc. in its joint C$2.85-billion sale with Rogers Communications Inc. of Freedom Mobile Inc. to Videotron Ltd., a subsidiary of Québecor Inc.

Barrick Gold Corporation

Acted for Barrick Gold Corporation in its historic joint venture with Newmont Mining Corporation, which combined their respective mining operations, assets, reserves and talent in Nevada to create the world's largest gold complex.

Barrick Gold Corporation

Acted for Barrick Gold Corporation in its recommended US$18.3-billion share-for-share merger with Randgold Resources Limited. This complex and multijurisdictional transaction created an industry-leading gold company with the greatest concentration of tier one gold assets in the industry and a diversified asset portfolio positioned for growth.

Monsanto Company

Acted for Monsanto Company on competition and regulatory matters in its US$66-billion acquisition by Bayer AG.

Major public multinational firm

Acted for a major public multinational firm in an internal investigation involving numerous jurisdictions, coordinating assessments of foreign jurisdictions and leniency applications to Canadian competition authorities.

Association of Chartered Certified Accountants

Acted as co-counsel for the Association of Chartered Certified Accountants in respect of trademark claims and antitrust defences against certain provincial Chartered Accountant and Chartered Professional Accountant institutes in Federal Court.

McKesson Corporation

Acted for McKesson Corporation, a leading international healthcare services and information technology company, in connection with its $3-billion acquisition of Rexall and Rexall Pharma Plus, which operate approximately 470 pharmacies in Canada, from Katz Group, one of Canada's largest privately owned enterprises.

Maple Group Acquisition Corporation

Acted for Maple Group Acquisition Corporation (renamed TMX Group Limited), an entity whose shareholders consisted of five of Canada's largest pension funds, four Canadian bank-owned investment dealers, a leading independent broker dealer, Canada's largest financial co-operative group and a leading Canadian-based financial services group, in connection with its $3.8-billion acquisition of each of TMX Group Inc., The Canadian Depository for Securities Limited, Alpha Trading Systems Inc. and Alpha Trading Systems Limited Partnership, resulting in the creation of a new integrated clearing and exchange group. This deal was awarded Deal of the Year in 2012 by Lexpert magazine.

Making Sense of the New Excessive and Unfair Pricing Provision in Canada’s Competition Act

Aug. 31, 2024 - The Antitrust Source, August 2024 (American Bar Association)
Download the article.

Canadian Competition Bureau Stakes Out Aggressive Stance on Property Controls in Preliminary Enforcement Guidance

Aug. 19, 2024 - Following the Canadian Competition Bureau’s 2023 Retail Grocery Market Study in which it recommended that provincial and territorial governments take measures to limit property controls in the grocery industry, including banning their use, the Bureau recently released for public comment a statement...

Canada Signals High Bar for Investment Canada Act Approvals for Acquisitions of Critical Minerals Businesses

July 24, 2024 - Canada’s Minister of Innovation, Science and Industry (Minister) recently issued a Ministerial Statement on Net Benefit Reviews of Canadian Critical Minerals Companies. Transactions involving important Canadian mining companies engaged in significant critical minerals operations that are subject...

Navigating the New Norm: Further Changes to Canada’s Competition Act in Effect

June 21, 2024 - Parliament recently passed Bill C-59 (the Fall Economic Statement Implementation Act, 2023), which includes important changes to Canada’s Competition Act, many of which are now in force. These amendments follow the already extensive changes to the Competition Act made in...

New Excessive and Unfair Pricing Provisions in Force in Canada’s Competition Act: Risk and Compliance Considerations

Jan. 18, 2024 - Canada’s Competition Act was amended effective December 15, 2023 to both (i) establish a new, more expansive framework for challenging anti-competitive conduct by dominant firms and (ii) specifically provide that it is an anti-competitive act for a dominant firm to directly or indirectly...

CBA Competition Law Fall Conference, “Remedial Training: Remedying Remedies,”; Ottawa, ON

Oct. 27, 2023

Canada’s Competition Act Reforms Include Expanded Power to Challenge Anticompetitive Agreements

Sept. 28, 2023 - The Minister of Finance recently introduced Bill C-56 to implement certain proposals announced by the Prime Minister designed to lower prices and “make life more affordable” for Canadians. The bill provides details of the proposed amendments to the Competition Act (Act) noted in our...

Interview with Olha Pishchanska, Chair of the Antimonopoly Committee of Ukraine, interviewer

June 30, 2023 - Antitrust Magazine Online, June 2023 (American Bar Association)

Canadian Competition Bureau’s Updated Competitor Collaboration Guidelines: Practical Tips for Businesses

May 11, 2021 - More than a decade after the Canadian Competition Bureau released its 2009 Competitor Collaboration Guidelines (CCGs), which described its general approach to assessing collaborations between competitors under the Competition Act (Act), the Bureau has released updated guidelines...

Pre-Merger Notification Guide: Canada’s Competition Act

Apr. 01, 2021 - Canada’s Competition Act provides that certain types of transactions exceeding monetary and other thresholds must be notified to the Competition Bureau prior to closing. Parties whose transactions exceed these thresholds and who fail to comply with the rules may face significant...

Canadian Government Blocks Foreign Acquisition of Canadian Gold Miner on National Security Grounds

Jan. 08, 2021 - The Canadian government has exercised its authority under the national security provisions of the Investment Canada Act (ICA) to prohibit Shandong Gold Mining Co., Ltd. (Shandong), a Chinese state-owned enterprise (SOE), from acquiring Canadian gold producer TMAC Resources Inc. (TMAC). ...

COVID-19 in Canada: Competitor Collaborations, Pricing, Mergers, and Foreign Investment During (and After) the Pandemic

Sept. 17, 2020 - As the COVID-19 public health crisis continues to unfold around the globe, antitrust considerations remain important for businesses evaluating strategic options and reacting to the pandemic’s disruptive impact on business operations. The legality of competitor collaborations, the applicable rules...

National Security Review Timelines for Foreign Investments in Canada Temporarily Extended Due to COVID-19

Aug. 13, 2020 - The Minister of Innovation, Science and Industry has issued an order, under recently enacted federal legislation, extending several time periods for the national security review (NSR) process under the Investment Canada Act (ICA). The NSR process may be invoked in respect of any...

A Revival or an Aberration? Prohibition Orders Without a Conviction for Cartel Offences Under the Competition Act, co-author

Dec. 02, 2019 - The Marker (Canadian Bar Association)
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Ontario Court of Appeal Upholds Application of Regulated Conduct Defence to Dismiss Class Action Alleging Conspiracy in Beer Industry, co-author

June 30, 2019 - Competition Policy International
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Canadian Commissioner of Competition Challenges Acquisition of Specialized Software Business

June 19, 2019 - The Commissioner of Competition recently filed a notice of application with the Canadian Competition Tribunal challenging the acquisition of a Canadian software company that closed on May 13, 2019. The Commissioner claims that the acquisition has resulted in a merger to monopoly for the...

OECD Report Highlights Use of Non-Trial Resolutions to Combat Foreign Bribery Cases

Apr. 11, 2019 - The Organisation for Economic Co-operation and Development (OECD) recently released a report titled “Resolving Foreign Bribery Cases with Non-Trial Resolutions” at its annual Global Anti-Corruption and Integrity Forum in Paris. According to the report, non-trial resolution mechanisms...

Davies Governance Insights 2018

Oct. 03, 2018 - Davies’ annual Governance Insights reports analyze the top governance trends and issues important to Canadian boards, senior management, in-house counsel and governance observers...

John Bodrug Authors Globe and Mail Op-Ed on Lengthening Global Merger Reviews

Sept. 05, 2018 - Eyewear industry leaders Essilor and Luxottica recently completed regulatory clearances of their planned merger, more than 18 months after the deal was announced. In an article published in The Globe and Mail, Davies partner John Bodrug writes that this transaction reflects a trend toward...

Ontario Court Awards $2.35 Million in Costs to Successful Defendants in Proposed Antitrust Class Proceeding

Aug. 20, 2018 - Justice Perell, of the Ontario Superior Court of Justice, has rendered his costs award in respect of his earlier decision granting summary judgment (see our March 23, 2018 bulletin) in favour of the defendants in Hughes v Liquor Control Board of Ontario. The case was a proposed class...

Canadian Competition Act Amended to Harmonize Treatment of Corporations and Non-Corporate Entities

May 03, 2018 - Years after first being proposed, amendments to the Canadian Competition Act (Act) harmonizing the application of the “affiliate” rules to corporate and non-corporate entities, including partnerships and trusts, were proclaimed in force on May 1, 2018. Although technical in nature, these...

Increased Filing Fees for Merger Reviews Under the Canadian Competition Act

Apr. 25, 2018 - The Canadian Competition Bureau has announced that the filing fee for merger reviews under the Competition Act (Act) will increase to $72,000, from $50,000, effective May 1, 2018. The fee will be adjusted for inflation annually thereafter. This 44% increase represents the first change to...

Canada Proposes Regime for Deferred Prosecution Agreements

Apr. 11, 2018 - The Canadian government recently tabled legislation to implement a regime for deferred prosecution agreements (DPAs) for corporations accused of certain types of federal offences for which conviction would disqualify the corporation from federal government contracts. This proposal follows public...

Ontario Court Applies Regulated Conduct Defence on Summary Motion to Dismiss Class Action Alleging Market Allocation Conspiracy

Mar. 23, 2018 - On March 15, 2018, Justice Perell of the Ontario Superior Court of Justice dismissed a proposed class action (Hughes v. Liquor Control Board of Ontario) concerning a document (Framework) signed by the Liquor Control Board of Ontario (LCBO) and the owner and operator of The Beer Store,...

Top Competition and Foreign Investment Review Trends and Issues for 2018

Jan. 31, 2018 - In our annual forecast of the year ahead for Canadian competition and foreign investment review law, we evaluate how developments in 2017 will influence these areas of the law in 2018. We discuss below the top issues and trends to watch for this year. New Leadership at the Bureau and a Year...

Anti-Corruption Legislation in Canada

Jan. 25, 2018 - This publication summarizes Canada’s foreign and domestic anti-corruption legislation in relation to dealings with public officials. It is relevant for both Canadian-based entities operating abroad and foreign and domestic businesses operating in Canada. Download our perspective.

Addressing Corporate Wrongdoing

Dec. 20, 2017 - In an article published by the Canadian Bar Association, John Bodrug commented on the CBA’s feedback on the federal government’s consultation on addressing corporate wrongdoing, including proposed revisions to the Integrity Regime and the possible introduction of deferred prosecution agreements....

Canadian Competition Bureau Revises Pre-Merger Notification Guidance on Acquisitions by Creditors

Dec. 14, 2017 - The pre-merger notification requirements of the Canadian Competition Act (Act) contain an exemption for certain types of acquisitions by creditors. In late October, the Competition Bureau revised one of its pre-merger notification interpretation guidelines (originally issued in 2011) to...

Canada Repeals Facilitation Payments Exception in Corruption of Foreign Public Officials Act

Oct. 30, 2017 - The Canadian government announced on October 30, 2017, that it is repealing the exception for “facilitation payments” to the offence of bribery under the Corruption of Foreign Public Officials Act (CFPOA). The CFPOA is Canada’s principal legislation combatting bribery of foreign public...

Government of Canada Consults on Tools to Address Corporate Wrongdoing

Sept. 28, 2017 - Many jurisdictions around the world have implemented frameworks to deter and address the consequences of criminal and quasi-criminal business practices by corporations. In an effort to ensure that Canada has the right tools to address corporate crimes, on September 25, 2017, the Canadian...

Investment Canada Act Net Benefit Review Threshold Increases Again for Many Foreign Investors

Sept. 21, 2017 - Just a few months after an increase in the net benefit review threshold for most direct acquisitions of control of Canadian businesses involving private sector investors, the review threshold has increased yet again. The increase is 50%, to C$1.5 billion in enterprise value of the Canadian...

Fulfilling the Promise: Proposals for a More Efficient Merger Review Process in Canada

Sept. 20, 2017 - Competition Bureau resources are being wasted on the analysis of non-problematic mergers and the review of more complex transactions is taking too long. Both developments suggest that legislative amendments are required to better focus the expenditure of public resources and avoid discouraging...

Canadian Competition Tribunal Adopts Effects-Based Jurisdiction for Reviewable Conduct

July 26, 2017 - On July 24, 2017, the Canadian Competition Tribunal dismissed a jurisdictional challenge by HarperCollins to an application by the Commissioner of Competition for an order prohibiting the implementation of an alleged agreement between HarperCollins and several other e-book publishers. The...

Ontario Court of Appeal Upholds Conviction for Conspiracy to Bribe Foreign Public Officials

July 19, 2017 - In 2014, Nazir Karigar was sentenced to three years in prison under Canada’s Corruption of Foreign Public Officials Act (CFPOA) for his role in a scheme to offer bribes to Indian officials on behalf of a Canadian technology company. Karigar was the first individual sentenced under the...

International Merger Enforcement — A Canadian Context

June 01, 2017 - This article, which was originally published on the CompLaw Blog, explores the different conclusions Canada and the U.S. arrived at in the review of that transaction and how the two countries differ on industrial review. This paper presented at the Antitrust in the Americas Conference of the...

Top Competition and Foreign Investment Review Trends and Issues for 2017

Jan. 20, 2017 - In our annual forecast of the year ahead for Canadian competition and foreign investment review law, we evaluate how developments in 2016 will influence these areas of the law in 2017. We discuss below the top issues and trends to watch for this year. Liberalization of Canada’s Foreign...

A Tale of Two Merger Reviews: Merger of Two Canadian Companies Cleared by Competition Bureau but Challenged by U.S. Federal Trade Commission

June 30, 2016 - Different Legal Standards Lead to Different Outcomes for Same Proposed Merger   On June 28, 2016, Canada’s Competition Bureau announced that it had cleared Superior Plus Corporation’s acquisition of Canexus Corporation despite the Bureau’s conclusion that the transaction “would...

Canadian Integrity Regime Amendments: Serious Implications for Certification and Reporting Obligations for Federal Government Contracts

May 13, 2016 - On April 4, 2016, the Canadian federal government amended its Integrity Regime, which governs the qualification of suppliers to enter into contracts with Public Works and Government Services Canada (PWGSC) and a number of other federal departments and agencies. The amendments are intended to...

Mediation in Canadian Competition Tribunal Proceeding Leads to Settlement in Merger Challenge

Apr. 04, 2016 - On March 29, 2016, the Canadian Commissioner of Competition and Parkland Fuel Corp. entered into a consent agreement to resolve the Commissioner’s challenge to Parkland’s acquisition of Pioneer Energy. This marks the first time in a Canadian Competition Tribunal proceeding that a consent...

Foreign Investors Cannot Use Statutory Privilege to Avoid Disclosure of Investment Canada Act Undertakings

Feb. 11, 2016 - On January 26, 2016, the Court of Appeal for Ontario ruled that confidential written undertakings given by a foreign investor to the government of Canada to settle enforcement action under the Investment Canada Act (ICA) were not barred by the ICA from disclosure in unrelated legal...

Top Competition and Foreign Investment Review Trends and Issues for 2016

Jan. 18, 2016 - In our annual forecast of the year ahead for Canadian competition and foreign investment review law, we evaluate how developments in 2015 will influence these areas of the law in 2016. Our top issues and trends to watch for this year include the following: The impact of the new federal...

Responding to Compulsory Production Orders from the Competition Bureau: Federal Court of Canada Provides Practical Guidance

Sept. 30, 2015 - Canada’s Commissioner of Competition is armed with a variety of compulsory powers that he can use in pursuing investigations. One such power is the ability, with the permission of a court, to subpoena documents and information under section 11 of the Canadian Competition Act. Of late,...

Navigating the Choppy Waters of Foreign Anticorruption Enforcement

June 01, 2015 - The first reported case of corporate foreign corruption dates back to the 16th century, when the British East India Company bribed Mogul rulers with “rare treasures, including paintings, carvings and costly objects made of copper, brass and stone” in consideration of a tax break on exports. ...

Supreme Court of Canada Allows Challenged Merger to Proceed on Efficiency Grounds

Jan. 23, 2015 - On January 22, 2015, the Supreme Court of Canada (SCC) reversed a decision of the Federal Court of Appeal (FCA) that had dismissed an appeal from an order of the Competition Tribunal (Tribunal) requiring Tervita Corporation¹ to divest the Babkirk hazardous waste landfill site following...

Testimony, Standing Senate Committee on Banking, Trade and Commerce, Examination of the Competition Act (Part 12) contained in Bill C-10, the Budget Implementation Act, 2009; Ottawa, ON

May 14, 2009