To be carried out efficiently, the sale, acquisition, restructuring or transfer of a business requires experienced lawyers who can guide you throughout the transaction, from the planning stage to the closing. With De Grandpré Chait, you are sure to obtain sound advice and a quick answer to all your legal questions relating to financing, commercial or tax issues, intellectual property, employment, or to settle a shareholders’ dispute.
We represent businesses operating in all sectors of the economy, including services, manufacturing, real estate, retail, food, entertainment, technology, e-commerce, healthcare, pharmaceuticals, natural resources and construction, as well as financial institutions.
- Acted for the shareholders of one of the largest radiology clinics in Montréal in connection with the sale of their business
- Represented the principal shareholder of a large Quebec corporation involved in road infrastructure and construction projects with respect to the sale of his shares
- Represented a large Quebec public company in the food sector with respect to the acquisition of a fish and seafood distributor with $110 M in sales, as well as the acquisition of a distributor of meat products with $70 M in sales
- Represented the founders of a food manufacturer with respect to the sale of their shares, a transaction worth tens of millions of dollars, which included establishing security to guarantee the balance of sales
- Represented a large public company in the food sector in the acquisition of a food distributor with annual sales of over $120 M
Financing is central to the success of any company’s expansion projects. Whether you are considering purchasing new equipment or technology, acquiring or merging with a competitor, restructuring, or undertaking a new commercial venture, our lawyers know the pros and cons of the various types of business financing. Having acquired solid experience with borrowers and lenders, we are capable of handling any private financing with a comprehensive and coherent vision of the lender’s requirements, while considering the borrower’s perspectives and needs. Our lawyers will assist you in the context of debt, equity, venture capital or other non-traditional forms of private financing, as well as guide you to the financial partner that best meets your needs.
To ensure the success of your financing project, whether regarding a merger or an acquisition, a restructuring or a refinancing, each step must be undertaken with care and within prescribed deadlines. You can count on our assistance with:
- Systematically organizing at the outset the transaction that will be financed
- Negotiating the financial structure
- Preparing the letter of offer for the financing
- Drafting loan and subscription agreements and all related agreements
- Completing the appropriate due diligence process
- Publishing all forms of security interests
In addition, in the context of a syndicated loan or a loan involving multiple lenders, we will prepare the pari passu agreements (inter-creditor agreements) among the lenders.
- Represented a major Quebec manufacturer of reinforced steel with its acquisitions outside Quebec and its refinancings
- Represented a Canadian subsidiary of a European public corporation with respect to the transfer of renewable energy technology (pyrolysis) in order to commercialize it in North America
- Represented a bank with respect to several financings of manufacturing companies and large retail companies, including the drafting of credit and security agreementsActed for a group of automobile dealers in connection with several debt financings with banks and specialized financing companies
- Obtained the financing of a $105 M Club Deal in association with BMO and National Bank of Canada for a private client in the metallurgical processing industry
- Represented a kitchen cupboard manufacturer in connection with a corporate restructuring and a bank financing of its plants
- Represented an unionized business manufacturing moulded aluminum parts in connection with the sale of its plants, the whole preceded by tax planning in order to reduce the tax consequences of the transaction
- Acted for Groupe Nexio Inc., a private company, in connection with the financing and acquisition of shares of Fusepoint Montréal and Québec, two companies involved in applied services in the information technology and communications sectors
- Represented a manufacturer of generic pharmaceutical products in a $6 M financing provided by the Business Development Bank of Canada
The distribution of a company’s products or services often requires the intervention of independent intermediaries. Depending on their degree of integration with the business, they are distributors, manufacturer’s agents, or product licensees and, in the case of extensive integration, they are called franchisees, dealerships or affiliated merchants. These intermediaries contribute to increasing territory coverage, market penetration speed, proximity to the clientele, as well as material, financial and human resources required to deploy an efficient sales force. Consequently, the success of every intermediary will have a favourable impact on overall sales results.
Regardless of the method of distribution that best suits your business, written contracts must be concluded with your intermediaries in order to protect your business relationships and promote sales growth. Whatever the chosen method of distribution, our lawyers are familiar with the specifics that must be integrated into each agreement and the various issues that may arise. In light of your objectives, the agreement will have to be clear, protect your rights, and satisfy each party involved. In matters of franchising, dealerships and product distribution, we can help you establish the structure that will best suit the success and growth of your business.
- Represented a national wholesaler with respect to the preparation of the contractual documents required to set up a network of affiliated stores, including the franchise agreement, a trademark licence agreement, as well as policy standards and operating instructions
- Acted for franchisors, franchisees and dealerships operating in various industries, including fast food and automobile, regarding their contracts, rights and obligations
Due diligence is an essential and unavoidable component of any commercial transaction. For a purchaser, a due diligence process serves to determine whether the targeted business has major problems, particularly from a legal perspective. It often helps to prevent excessive acquisition or management costs afterwards. You can count on our experience and advice with respect to due diligence matters in order to avoid potentially inconvenient situations that would have an impact on the structure or even on the closing of a transaction. We will guide you regarding the nature and scope of the due diligence required to facilitate and accelerate the preparation of legal documents, minimize costs, avoid possible delays in closing the deal, as well as reduce or even eliminate the risk of a subsequent lawsuit.
Our cross-border transactions team is your gateway for any acquisition outside Quebec or Canada. Having frequently acted for several companies, both here and abroad, seeking to acquire or establish a business outside our borders, we can provide a single point of service for the entire transaction. With easy access to our network of national and international partner firms, we can identify appropriate agents to conduct local searches on litigation and security interests, as well as minute book audits. From drafting and negotiating the necessary agreements, to supervising due diligence and closing the deal, our lawyers will accompany you through every step to ensure the success of your cross-border transaction.
- Represented Uman Pharma, a manufacturer of generic medication, in connection with its $27 M takeover by CFR Pharmaceuticals S.A., a Chilean public company
- Obtained from the Competition Bureau an advance ruling certificate in connection with the acquisition of a large construction company in Alberta by Eurovia Canada Inc.
- Represented a French multinational corporation, the world’s leading concession and construction group, in its acquisitions in North America, including two recent acquisitions: one in Vancouver for $36 M and another in Edmonton for $150 M, as well as a transaction in Florida for $70 M
- Represented a Canadian strategic investor in a $3 M investment in Ireland