199 Bay St, Suite 5300, Commerce Court West, Toronto, ON
Year called to bar: 1989 (ON)
Simon Romano is a partner in the Capital Markets and Mergers & Acquisitions Groups. His practice focuses on securities, public and private M&A, private equity, and corporate finance. He advises domestic and international corporations and dealers in friendly and hostile takeovers, mergers, and corporate finance matters, and on investment funds, alternative trading systems, REITs, special purpose acquisition corporations (SPACs), and private equity funds. He carries out work for public companies, financial institutions, underwriters, private equity funds, regulatory and self-regulatory organizations, and also advises on corporate governance, executive compensation, and securities enforcement matters. He was instrumental in the structure and launch of special purpose acquisition companies in Canada. He has been recognized in The Best Lawyers in Canada, Chambers Global, Chambers Canada, The Legal 500 Canada, The Canadian Legal Lexpert® Directory, and The Lexpert® Guide to the 100 Most Creative Lawyers in Canada, among others. He was previously seconded to the Ontario Securities Commission as special counsel and is a former member of its Securities Advisory Committee. He co-authored the first book on Canadian income funds and is a former clerk at the Supreme Court of Canada.
On April 2, 2019, ZCL Composites Inc. (TSX: ZCL) and Shawcor Ltd. (TSX: SCL) completed its $312 million statutory plan of arrangement under the Canada Business Corporations Act whereby Shawcor Ltd. acquired all the issued and outstanding common shares of ZCL Composites Inc. for $10.00 per common share payable in cash.
On May 2, 2018, Aurora Cannabis completed its $1.23 billion (US$950 million) takeover bid for all of the outstanding shares CanniMed Therapeutics Inc. This transaction represents the largest to date (completed) acquisition for the Canadian cannabis sector.
On December 21, 2017, Cannabis Strategies Acquisition Corp. (CSAC), and Mercer Park CB, LP as sponsor, completed the initial public offering of Class A restricted voting units of CSAC (including the partial exercise of the over-allotment option) for an aggregate of $134,750,000.
Gibraltar Growth Corp. (TSX: GBG.A, GBG.WT) (Gibraltar Growth), a special purpose acquisition corporation (SPAC), completed its qualifying acquisition of 100 per cent of all the issued and outstanding shares of Montréal-based LXR Produits de Luxe Internationale Inc. (LXR) for an aggregate purchase price of $82.5 million.
Milestone Apartments Real Estate Investment Trust (TSX: MST.UN) (“Milestone” or “the REIT”) completed its going private transaction whereby an affiliate of Starwood Capital Group (“Starwood”) acquired all of Milestone’s subsidiaries and assets for approximately US$2.9 billion.
Kew Media Group Inc. (TSX: KEW) (Kew), a special purpose acquisition corporation (SPAC), created one of the world’s most significant independent content platforms by directly acquiring six companies - Content Media Corporation plc, Architect Films Inc., Bristow Global Media Inc., Frantic Films Corporation, Media Headquarters Film & Television Inc. and Our House Media Inc. – and indirectly acquiring control of Aito Media Oy, Campfire Film & Television LLC, Collins Avenue Productions LLC, Jigsaw Productions LLC and Spirit Digital Media Limited.
On December 14, 2016, Tervita Corporation (“Tervita”), a leading environmental solutions provider, implemented its court-approved plan of arrangement under the Canada Business Corporations Act (the “Plan”).
On December 23, 2016, Shawcor Ltd. (“Shawcor”) completed a bought deal offering of 5,261,250 common shares of Shawcor, including 686,250 common shares pursuant to the full exercise of the over-allotment option, at a price of $32.80 per common share (the “Offering”) for aggregate gross proceeds of approximately $173 million.
On February 7, 2017, Trilogy International Partners Inc. (formerly Alignvest Acquisition Corporation) (TSX:AQX.A)(TSX:AQX.WT) (“Trilogy”) completed its qualifying acquisition under which Trilogy effected a business combination with Trilogy International Partners LLC by way of a court approved plan of arrangement.
On January 3, 2017, Acasta Enterprises Inc. (“Acasta”) completed its $1.2-billion qualifying acquisition of Apollo Health & Beauty Care Partnership (“Apollo”) and JemPak Corporation (“JemPak”), two of North America’s leading private-label consumer staples businesses, and Stellwagen Group (“Stellwagen”), a best-in-class commercial aviation finance advisory and asset management business, based in Ireland and the United States. Concurrent with closing, Acasta completed ...
On October 7, 2016, SunOpta Inc., a Nasdaq- and TSX-listed global organic foods company, completed a cross-border PIPE transaction involving a private placement of US$85 million exchangeable preferred shares (Shares) to private equity funds managed by Oaktree Capital Management, L.P.
On August 18, 2015, Diversified Royalty Corp. (DIV) completed an offering of subscription receipts. The offering raised gross proceeds of approximately $115.0 million through the issuance of 42,595,000 subscription receipts, which included 1,854,000 subscription receipts issued as a result of the underwriters electing to exercise the over-allotment option in part. The offering was conducted by a syndicate of underwriters led by Cormark Securities Inc. and including GMP Securities L.P., CIBC World Markets Inc., PI Financial Corp., Beacon Securities Limited and Paradigm Capital Inc.
Acasta Enterprises Inc. completed the Corporation’s $350 million initial public offering of Class A Restricted Voting Units on July 30, 2015. On August 5, 2015, the underwriters exercised their over-allotment option in full for additional gross proceeds of $52.5 million.
On April 21, 2015, Dundee Acquisition Ltd. completed its initial public offering of 11,230,000 Class A restricted voting units (which included the partial exercise by the underwriters of an over-allotment option to purchase up to 1,500,000 additional units) for gross proceeds of $112,300,000. Dundee Acquisition Ltd. became the first public special purpose acquisition corporation (SPAC) in Canada and was formed for the purpose of effecting an acquisition of one or more businesses or assets, by way of a merger, share exchange, asset acquisition, share purchase, reorganization, or any other similar business combination involving Dundee Acquisition Ltd.
On April 2, 2015, Dream Unlimited Corp. (“Dream”) and Dream Office REIT (“REIT”) completed the reorganization of the REIT’s management structure to better align the management structure of the REIT with the interests of its unitholders.
Killam Properties Inc. acquired Kuwait Finance House’s (KFH) entire 75 per cent indirect interest in Kanata Lakes Apartments (146 units, located in Ottawa) and 1355 Silver Spear Road (199 units plus surplus land for approximately 110 additional units, located in Mississauga). In addition, Killam acquired KFH’s entire 75 per cent indirect interest in 180 Mill Street (127 units, located in London), thereby increasing Killam’s ownership to 100 per cent in the property.
The SIM Group, a supplier of production equipment and post-production services, merged with California-based Chainsaw, Inc., an independent post-production facility. Chainsaw specializes in unscripted and live event television, and services a variety of programs, including the Academy Awards and American Idol.
On May 31, 2000, shareholders of Rimouski, Quebec-based QuébecTel Group Inc. voted to approve the merger with Burnaby, British Columbia-based TELUS Corporation, which had been announced on March 31, 2000.