• commercialtransactions
  • Commercial transactions

Business mergers and acquisitions

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.

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Business financing

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.

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Franchises, dealerships and product distribution

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.

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Due diligence

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.

Cross-border transactions

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.

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