The American Bar Association has published its Canadian Private Target Mergers & Acquisitions Deal Point Study[1] (Study) analyzing transactions that involved Canadian private targets that were acquired or sold by public companies in 2014 and 2015. The Study included a sample of 101 transactions and excluded transactions with a value less than C$5 million, transactions where the target was in bankruptcy, transactions involving non arm’s length parties, transactions not governed by Canadian law and transactions otherwise deemed inappropriate for inclusion.

A subset of the Study’s findings include:

  • Transaction values ranged between C$5.78 million and C$4 billion, with 41% of transaction values ranging between C$5 million and C$50 million.
  • The majority of the transactions (55%) consisted of all cash consideration, whereas 6% of transactions included all share consideration and 39% of transactions included cash and share consideration.
  • The principal industries of the targets were: natural resources (17%); oil & gas (16%); and industrial goods & services (11%).
  • 71% of transactions involved corporate sellers compared to 17% with entrepreneurial sellers and 8% with private equity sellers.
  • 87% of transactions involved corporate buyers compared to 10% with private equity buyers and 2% with entrepreneurial buyers.

The Study analyzed additional deal points, including financial provisions, qualifiers, representations & warranties, closing conditions, indemnification and dispute resolution.

[1] Membership to ABA required