The Auction Process: Legal Strategies in Private M&A 2016
Course Date: May 16, 2016
Total: 5h 18min
Course Date: May 16, 2016
Welcome and Introduction
William J. McFetridge — Bull, Housser & Tupper, LLP, Vancouver
Daniel E. Steiner — Bull, Housser & Tupper, LLP, Vancouver
Why and How to Run an Auction?
-
preparing for an auction
-
what types of auction to consider
-
process and timeline bullets
David Lam, CPA, CA — Partner, Mid-Market Corporate Finance, Deloitte & Touche LLP, Vancouver
Networking Break
How to Pick the Right M&A Banker
- what does the banker do?
- independent bankers vs. accounting firms bankers vs. bank-owned bankers
- Canadian bankers vs. US bankers
- negotiating the M&A banker’s engagement letter
Charles Addison — Partner, Capital West Partners, Vancouver
Curtis Johansson — Partner, CAI Private Equity, Vancouver
Susan Tomaine — Blake, Cassels & Graydon LLP, Vancouver
Who do you Want as Your Client?
- can a law firm act for multiple bidders?
- how do you pick the right bidder as a client?
- issues with acting for the vendor
Daniel E. Steiner — Bull, Housser & Tupper LLP, Vancouver
Networking Lunch
How do Bidders Value the Business?
- comparing valuation models
- enterprise value
- how are EBITDA and multiples determined?
- who gets the synergies?
- Canadian vs. American vs. foreign bidders
Jocelyn Cruickshank, CA, CBV — Partner & Managing Director, KPMG Corporate Finance Inc., Vancouver
Joe Lucke — Managing Partner, Lighthouse Equity Partners, Vancouver
David Phillips — Vice President, Yellow Point Equity Partners, Vancouver
Networking Break
Comparing Bids: Highest Bid is Not Always the Best
- dollar amounts, bid letters, and comments on sale agreement
- tax risks
- regulatory risk: Competition Act, Investment Canada Act, and others
- bids from financial buyers vs. strategic buyers
- financing risk
- using representation and warranty insurance to enhance a bid
- track record of the bidders
- post-closing risk
Valerie C. Mann — Lawson Lundell LLP, Vancouver
Britta Wagner — Senior Counsel, BC Investment Management Corporation, Victoria
Grant Wallace — Executive Director, Mid-Market Investment Banking, CIBC, Vancouver
How Representation and Warranty Insurance Can Improve a Bid
- why use R&W insurance in an auction?
- how does R&W work?; how long does it take and what does it cost?
- do R&W insurers actually pay out claims?
Chris Ball — Vice President, Commercial Insurance, Reliance Insurance Agencies Ltd., Burnaby
Anne Barnes — Vancouver Branch Manager, Chubb Insurance Company of Canada, Vancouver
Kathryn Britnell — M&A Due Diligence Team and Manager Special Programs, Reliance Insurance Agencies Ltd., Burnaby
Closing Questions and Comments
William J. McFetridge — Bull, Housser & Tupper, LLP, Vancouver
Daniel E. Steiner — Bull, Housser & Tupper, LLP, Vancouver
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