M&A and Financing: The Basics & Critical Need to Know Issues (2 parts)

This course, which is jam-packed with information and excellent speakers, is a two-part course running from December 7, 2021 at 10:00 a.m. to 5:30 p.m. and December 8, 2021 from 10:00 a.m. to 4:30 p.m.

7 Dec 2021, 10:00 AM

13 CPD hours

$399

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Course Description

Please see below for the two-day schedule:

December 7th

Itinerary

Speaker(s)

1. Avoiding the Pitfalls in the M&A Process (10:00 a.m. to 10:55 a.m.)Dr. Howard E. Johnson, DBA, FCPA, FCA, FCMA, FCBV, CPA, CFA, ASA, CF, C.Dir of Duff & Phelps Canada Limited

2. Panel on Tax Planning and M&A Tax Issues (11:00 a.m. to 12:25 p.m.)Adam Serota, J.D., LL.M. (Tax) of BRS Tax Lawyers LLP
Stan Shadrin, CPA, CA of CPA Solutions LLP
Boris VolfovskyCPA, CA of CPA Solutions LLP

3. A Discussion Among Experienced Legal Counsel of Legal Issues in the Current M&A Environment for 
Domestic and International Transactions (12:30 p.m. to 1:30 p.m.)
Mark Groulx, MBA of AIM Group Canada Ltd. 
David Dunlop
, LL.B. of McMillan LLP
Samantha Horn
, LL.B. of Stikeman Elliott LLP
Heather Whitten
, LL.B., LL.M. of Wilson Vukelich LLP

4. Panel on Diligence and Insurance (2:00 p.m. to 3:15 p.m.) Kelly Ehler, CPA, CA, TEP
Sean Flinn, MBA Vice President of BFL Canada
Maria Milanetti, CHRL, ACPC, CFBA of MarchFifteen Consulting
Michael Taylor, Partner of The Poirier Group
Qail Jamal, Marketing Analyst of Sapling Financial Consultants Inc.

5. Panel on Debt Financing (3:20 p.m. to 4:35 p.m.)Sagar Sethi, Director, Commercial Banking with National Bank
Marcus Cote, CFA, CPA, CMA, CAIA of RBC
Jonathan Norris, MBA of Fiera Private Debt
Lally Rementilla, CPA, CMA of BDC Capital
Kevin Westfall, VP, Business Development of Accord Financial
 6. Communications as Part of The Transaction Process (4:40 p.m. to 5:30 p.m.)

A practical review of the role of communications in both preparing for sale and in strategically managing its announcement.

Wendy Kauffman, Founder, Wendolyn Reputation Management

December 8th

Itinerary

Speaker(s)

 1. M&A from the Entrepreneur's Perspective (10:00 a.m. to 10:55 a.m.) Jim Estill, CEO of Danby Appliances 

2. Panel on Private Equity (11:00 a.m. to 12:25 p.m.)Douglas Nix, CPA, CA of Stillwater Capital Corporation
Ron Chicoyne, CFA, CF, ICD.D of Links Capital
Loren Rafeson, MBA, CFA of BDC Capital
Hai Tran-Viet, MBA, CFA of Canadian Business Growth Fund

3. Panel on Post Acquisition Issues (12:30 p.m. to 1:30 p.m.)Stephen Brown-Okruhlik, J.D. of McMillan LLP
Chris Polson, CPA, CMA, CFA, CBV, CFF of PwC

4. Panel on Integration Issues (2:00 p.m. to 3:15 p.m.)

Stephen Wise, President of Integration Professionals
David Poirier, Founder and CEO of The Poirier Group and Rob Hong, CFA MFin, Sapling Financial Consultants Inc.

5. Panel on Family Offices (3:20 p.m. to 4:35 p.m.)

Randy Williamson and friends of Aird and Berlis LLP


This session is sponsored by Accord Financial and Sapling Financial

Accord Financial



Sapling Financial


Within 24 hours of the webinar, we will forward you an e-mail from katie@kalexvaluations.com with instructions for accessing the live webinar. If you don't receive it, please check your junk/spam. 

We look forward to seeing you at our upcoming events.  Should you have any ideas for topics, speakers, sponsorship or anything else, feel free to contact Melanie Russell, CPA, CA, CBV, CIM, CFE, CFF, ABV at 416-488-9590 x 225.

Please note: For best audio quality, we recommend using external speakers or headphones. 

Course Walkthrough

  • Certificate
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About the Instructor(s)

Picture of Stephen Brown-Okruhlik
Stephen Brown-Okruhlik

Stephen is a partner in McMillan LLP’s litigation group in Toronto. His practice focusses on complex commercial disputes, including insolvency litigation and disputes between corporate stakeholders. He also helps guide clients through contract disputes related to corporate mergers and acquisitions. Stephen appears regularly before the Commercial List Court in Toronto and works closely with accounting firms in various capacities.


Picture of Ron Chicoyne
Ron Chicoyne

Prior to founding Links Capital, Ron was a partner at Mercantile Bancorp Ltd, a middle market private equity fund with offices in Calgary and Vancouver. The fund’s focus was on investing equity capital and subordinated/mezzanine debt in growth projects, working capital expansions, management buyouts, acquisitions, and recapitalizations of mid-market companies, including the divestiture of these investments.  

Ron’s experience also includes being responsible for a national bank’s private equity management buyout fund in Western Canada.  He is a past member of an investment committee for a private equity fund, worked in investment banking in the US and has sat on more than ten corporate boards as a director of both private and public companies (TSX and NYSE listed) in the distribution, financial services, forest by-products, manufacturing, oilfield service industries, retail and wholesale industries. Ron is also the past Chairman of the Board of Hockey Calgary, he held the position of Chairman for six years.

Ron has earned the Chartered Financial Analyst (CFA) designation with the CFA Institute, the Corporate Finance Qualification (CF) from the Canadian Institute of Chartered Accountants, the Institute of Corporate Directors Certification (ICD.D) from the Institute of Corporate Directors and the Bachelor of Commerce (Honours), with a major in finance from the University of Manitoba. Ron has passed the U.S. National Association of Securities Dealers Series 7 & 63 examinations and was designated as a Licensed Portfolio Manager by the Alberta Securities Commission.


Picture of Marcus Cote
Marcus Cote

Marcus Cote is a director of business development with RBC who has over 1o years of experience and commercial and alternative lending with the BDC, Roynat, GE Capital and RBC. His experience spans across a broad range of industries, company sizes and different situations from rapid organic growth, acquisition financing, business transitions like shareholder or management buyouts to turn arounds. Having worked at a variety of organizations and underwritten a wide mix products like equipment financing, high loan to value mortgages, subordinated debt to lines of credit and term loans and Marcus brings a unique and creative approach to financing complex situations. He holds a bachelor of business management from Dalhousie University and is a Chartered Professional Account and CFA charter holder.


Picture of David Dunlop
David Dunlop

David Dunlop is a Senior Partner and a member of McMillan's Management Committee. David primarily assists clients in the acquisition and sale of businesses, private equity transactions, corporate finance, corporate governance and outsourcing. He has extensive experience in negotiating transactions and complex commercial arrangements.

David regularly advises clients on all components of corporate/commercial matters. He has acted for many domestic and international clients assisting in corporate establishment, restructuring and operations. He has been seconded twice to act as interim general counsel of a multinational financing corporation. 

Prior to attending law school and joining the firm, David was employed for four years with Xerox Canada Inc. and Hallmark Cards. He has extensive field sales and marketing experience in connection with commercial and consumer products and services.

David holds a Bachelor of Commerce in addition to his LLB and was called to the Ontario Bar in 1989.

Picture of Kelly Ehler
Kelly Ehler

Kelly Ehler is a Chartered Accountant, former auditor with Price Waterhouse Coopers, former banker with Bank of Montreal, and current Chief Financial Officer at NexgenRx Inc a technology companies focused on claims adjudication and Slang Worldwide Inc., a leading cannabis company focused on acquiring and developing market-proven brands and creating new brands to meet the needs of cannabis consumers worldwide.

Kelly has sat on various public company corporate boards and board committees. He has led many companies, from startups to billion dollar public companies, as CFO in a variety of industries and countries. His experience covers debt financing, due diligence, acquisitions and dispositions, audits, tax planning, estate planning, consolidations, multi jurisdiction entities and multijurisdictional public companies. Kelly’s public company experience covered many capacities and positions including CEO, COO, VP and CFO.


Picture of Jim Estill
Jim Estill
Picture of Sean Flinn
Sean Flinn

Sean is the co-head of BFL's M&A practice focused on providing transaction risk insurance solutions for private equity, pension, family office and corporate strategic clients, with national coverage. BFL’s M&A team is focused on representations and warranty insurance, but can also support tax liability (reduce or eliminate a contingent tax exposure) and contingent liability risks.

Prior to joining BFL Canada, Sean worked at Scotiabank for 7+ years in corporate and commercial banking. He is a volunteer with ACG Toronto on their Membership Committee and with Rise Asset Development on their Investment Committee.

Picture of Rob Hong
Rob Hong

Rob Hong, CFA MFin, Sapling Financial Consultants Inc.

Rob Hong is a co-founder and the CEO of Sapling and has a wealth of experience in financial modelling. Previously, he worked at Artemis Investment Management, a $2 billion Bay Street investment firm, where he developed deep financial modelling skills through researching over 100 publicly-traded companies. He also oversaw more than $150 million of client money. After three years at Artemis, Rob joined KPMG LLP as a Senior Consultant in their Strategy & Operations group. There, he applied his modelling skills to a high-profile engagement while deepening his expertise in database analytics. Later, Rob joined Bell Canada Finance, supporting the Wholesale business unit, where he helped build many of the financial models setting wholesale pricing on big deals with telecom resellers.


Picture of Samantha Horn
Samantha Horn

Samantha Horn is a partner in the Mergers & Acquisitions and Private Equity Groups. Her practice focuses primarily on mergers and acquisitions and private equity and venture capital financing, including investments and buy-outs, as well as fund formation activities. Samantha is a member of the Management Committee in the Toronto office and formerly served as Co-Head of the Mergers & Acquisitions and Private Equity Groups.

Samantha received the Women’s Executive Network’s Canada’s Most Powerful Women: Top 100 Award in the “KPMG Professionals” category three times (2014, 2015 and 2016), which recognizes women who play a leadership role within their organization. Her efforts toward the promotion of the advancement of women in law have contributed to the firm receiving the Profiles in Diversity Journal’s Award of Excellence.

Accolades 

  • Chambers Canada 2017 as a Band 1 ranked lawyer in Private Equity: Buyouts & Venture Capital Investments.
  • The Canadian Legal Lexpert Directory 2017 as a leading lawyer in Corporate Commercial Law, Corporate Mid-Market, Corporate Finance and Securities, Mergers and Acquisitions, and Private Equity.
  • The 2017 Lexpert/American Lawyer Guide to the Leading 500 Lawyers in Canada in Corporate Mid-Market.
  • The Best Lawyers in Canada 2017 in Private Funds Law and Leveraged Buyouts and Private Equity Law.
  • Who’s Who Legal: Canada 2016 in Private Funds.
  • 2016 Expert Guides: Private Equity.
  • Lexpert/ROB Special Edition: Canada's Leading Corporate Lawyers, May 2017.

Samantha is a frequent speaker at conferences, seminars and various panels, including with the American Bar Association at their annual and spring Business Law Section meetings. 


Picture of Qail Jamal
Qail Jamal
Picture of Howard Johnson
Howard Johnson

Dr. Howard E. Johnson, DBA, FCPA, FCA, FCMA, FCBV, CPA, CFA, ASA, CF, C.Dir

Howard is a Managing Director and Canada Market Leader at Kroll Investment Banking in Toronto (formerly Duff & Phelps).  For more than 25 years, Howard has been advising business owners and executives on acquisitions, divestitures, financing and shareholder value matters.  He is the author of several books on the subjects of business valuation and corporate finance, published by CPA Canada.


Picture of Wendy Kauffman
Wendy Kauffman

Wendy Kauffman is a 20-year veteran of the communications field and the Founder of Wendolyn Reputation Management. Her work extends to the private, public, and not-for-profit sectors across the country.  

She has supported innovative startups to global brands, each time establishing them as thought leaders and strong storytellers whether to increase sales, build awareness, or impact policy.  

Wendy has helped navigate major corporate events including changes in management, health pandemics, plant closures, layoffs, labour disputes, health and safety violations, security threats, and franchisee and customer service-related issues.


Picture of Maria Milanetti
Maria Milanetti

Maria Milanetti, Partner at MarchFifteen Consulting, is an Executive Coach and Senior Organizational Development and Management Consultant with over 20 years of experience. She has mastery in Coaching, Leadership Assessments, Talent Management and Succession Planning. She works with clients in both the public and private sector.

Maria specializes in helping leaders to take their organization to the next level of accomplishment and achievement. As a coach and consultant, she has worked internationally with large clients, including: banks, financial organizations, sports companies, mining and consumer goods. She is experienced at working across cultures and geographies.

Maria is most passionate about helping clients to progress in their leadership journey through helping them to:

▪ Build self-awareness and effectiveness in the situations they find themselves in

▪ Identify, develop, and get excited about their ambitions for themselves and their organizations

▪ Recognize their strengths and talents and identify key areas for development and potential

Picture of Douglas Nix
Douglas Nix

As one of Canada’s leading mid-market M&A advisors, Douglas has been involved in hundreds of M&A transactions in the past 15 years. He has a strong background in strategy formulation, M&A and corporate finance. He leads GCG’s Transportation and Logistics Practice Group. He is passionate about building outstanding companies through high-quality acquisition programs and equally passionate about obtaining great results for clients who decide to divest some or all of their business.

Douglas is also Chairman of the Global Logistics & Transportation Group of Geneva Capital Group, Zurich. Stillwater Capital is an independent member of the world’s premier professional advisory group, Geneva Capital Group, which has over 26,000 of the world’s best legal, accounting and M&A professionals in the group, located in over 750 offices in 140 countries, bringing unequalled perspective and insights to every client served.


Picture of Jonathan Norris
Jonathan Norris

Jonathan Norris joined the Business Financing Team at Fiera Private Debt in July 2019.

With more than 22 years lending experience, Jonathan Norris has held roles within the commercial banking division of the Scotiabank and subsequently Roynat Capital’s merchant banking group with a focus on senior and junior investments in Canadian companies. Most recently, Mr. Norris was a Principal at Third Eye Capital Corporation, a leading Toronto-based alternative private debt investor where he was instrumental in all aspects of the investment cycle for Canadian and U.S. corporations.

Jonathan Norris holds a Bachelor’s degree in Commerce (BCom) from Mount Allison University and a Master of Business Administration (MBA) from Dalhousie University.


Picture of David Poirier
David Poirier

As the founder and CEO of TPG, David is a dynamic and visionary leader who brings considerable experience developed from senior executive roles in the retail, general merchandise, food distribution, health and life sciences and manufacturing industry sectors. He is a Senior Executive and Accomplished Leader who creates and executes operational strategies, business transformation and process improvements that positively impact the organization. He brings a unique set of tools, methodologies and techniques aimed at improving operations in US, Canada, and international businesses. He has an ability to create and translate strategic roadmaps into actionable goals that influence organizations. David thrives at running multiple global divisions in complex and ever-changing business environments, and effecting positive cultural shifts that impact bottom line performance.

The Poirier Group was a natural progression for David, who has become adept at understanding complexity in an ever changing landscape. David claims the secret to his success comes from ensuring balance between improving business processes and building human alignment. His talent for managing multiple client engagements, while overseeing significant transformation projects, ensures that every client will receive his personal attention to ensure that The Poirier Group brand and reputation remains exceptional.


Picture of Chris Polson
Chris Polson

Chris Polson is a Partner in the Toronto office of PriceWaterhouse Coopers LLP, practicing in the areas of Disputes and Valuation Advisory. He provides advice in connection with many types of civil litigation including shareholder oppression and dissent, M&A disputes, securities fraud and commercial damages.  Chris has provided expert testimony in both Canadian and US courts, as well as before International Arbitration tribunals.  


Picture of Loren Rafeson
Loren Rafeson

Loren Rafeson is Partner, Growth Equity Partners, at BDC Capital where he helps leading Canadian companies scale globally. Since joining BDC in 2018, Loren has been involved in the execution of BDC’s investments in Firmex and Preciseley Microtechnology, and currently serves on the boards of Firmex and InvestorCOM. He previously served on the board of Neighbourly Pharmacy.

Loren has 15 years’ experience in private equity and corporate finance having worked for several investment management firms in Canada and the United Kingdom, as well as the merchant bank and the investment bank of two large Canadian financial institutions. Loren holds a BBA from the Schulich School of Business at York University and an MBA from INSEAD. In addition, he is a CFA charterholder.


Picture of Lally Rementilla
Lally Rementilla

Lally Rementilla is Managing Partner, Intellectual Property-Backed Financing at BDC. She oversees and provides strategic guidance to a national team that helps companies accelerate their growth or the commercialization of their innovation.

Following nearly two decades of experience as a financial executive in the technology sector, Lally moved into investment, becoming Chief Financial Officer and then President & Chief Executive Officer of commercial lender Quantius. At Quantius, she structured and launched the company’s main fund and helped build a diverse portfolio of knowledge-based companies. Prior to that, she was Vice President of Finance and Administration at Nulogy Corporation, where she raised $10 million through institutional and private investors and led contract negotiations with major global accounts, contributing to 67% compound annual revenue growth for the company. She was also a Vice President at Lavalife and Lucent Technologies Canada.

Lally is an Associate Fellow at Creative Destruction Lab and a member of Grand Challenges Canada’s investment committee. She previously served on several other boards, including Pique Ventures Investments, the Information Technology Association of Canada, nextMEDIA and Canadian Women in Communications, as well as the former Canada Lead for the Billion Dollar Fund for Women.

Lally is a proud supporter of Canadian innovation and derives great satisfaction from partnering with founders and management teams to help them scale. She is an experienced gender lens investor with an eye to creating impact for women globally. A Chartered Professional Accountant, she also holds a Master of Business Administration from York University and a Bachelor of Arts in Communications from Ateneo de Manila University.


Picture of Adam Serota
Adam Serota
Picture of Sagar Sethi
Sagar Sethi

Sagar Sethi, Director, Commercial Banking with National Bank, is a skilled finance professional, with 20 years’ experience. As a seasoned lender in senior debt and bank financing, across multiple industries, Sagar specializes in origination, credit structuring, financial modelling, and deal completion. He builds his practice with an emphasis on strong partnerships both internally and externally. While managing diverse, multi-million dollar, executive portfolios, Sagar specializes in commercial credit, risk management, trade finance and M&A. He is Co-Chair of the M&A Club Mississauga.

With almost 20 years’ experience as a professional host and public speaker, Sagar has a vibrant and welcoming personality that serves him well as an expert relationship builder, that his clients know and trust.


Picture of Stan Shadrin
Stan Shadrin

Partner
CPA, CA

Stan is a Chartered Professional Accountant (CPA, CA). He has completed three levels of the In-Depth Tax Course and has over 10 years of experience working for national accounting firm and local accounting firms.

Over his career Stan has advised variety of clients ranging from owner managed businesses to public companies. Stan’s areas of specialty include tax structuring, Canadian tax compliance and other tax matters, dealing with issues related to Canadian inbound taxation and Canadian outbound taxation.

Stan has also presented on variety of tax topics at CPA Ontario events and other professional development courses.

Picture of Michael Taylor
Michael Taylor

Michael is a Senior Executive of The Poirier Group with over 20 years of professional management combining innovation with polished execution and teamwork resulting in consistently overachieving results in competitive business markets. He builds creative and progressive business practices that consistently deliver bottom line results. He has a career-long record of developing constructive relationships and negotiating complex agreements that has enabled him to develop long-term loyal customers among Canada’s and the world’s leading companies. He has a proven ability to achieve big wins, market share growth and competitive advantages, while helping companies grow their revenue, contain costs and realize national and world-wide objectives.

Picture of Hai Tran-Viet
Hai Tran-Viet
Picture of Boris Volfovsky
Boris Volfovsky

Partner, CPA, CA

Boris has over 17 years of experience in public practice. Before becoming a partner at CPA Solutions LLP Boris worked at one of the big four national firms as a senior tax manager in the private enterprise group.

Boris has vast experience in working with owner managers and their small, medium and large private corporations across industries.

In addition Boris is also involved in the tax community through the facilitation of the In-Depth tax courses, facilitation of tax week under the former School of Accountancy and through presenting on various tax topics at YDCPAA, PD Consortium and AJAG.

Picture of Kevin Westfall
Kevin Westfall

Kevin is a known and trusted product expert in asset-based lending, receivables financing, trade finance and purchase order finance. For more than 20 years, Kevin has been working with clients and advisors to structure creative financing solutions. They appreciate his ability to quickly understand their unique situations, looking beyond the numbers to understand the real story behind them. Kevin is a graduate of York University.

Picture of Heather Whitten
Heather Whitten

Heather practices corporate and commercial law in the Business Law Group at Wilson Vukelich LLP. In addition to providing general corporate advice to clients, Heather has extensive expertise in negotiating and implementing commercial transactions including shareholder arrangements, acquisitions, dispositions, mergers, reorganizations and strategic alliances (including partnerships, joint ventures, law firm structuring as well as structuring for medical professionals).

Heather has a sub-specialty in shareholder and partnership disputes and has a depth of experience in dealing with the intricacies and strategy for shot-gun transactions.

Heather's practice also encompasses e-commerce matters including trade-mark prosecution, software licensing and advising on matters for software developers, hardware vendors, IT service providers and companies where business relies on technology.


Picture of Randy Williamson
Randy Williamson

Randy draws upon 35 years of experience as a legal adviser, Chartered Professional Accountant, public company senior executive and three-time business owner to help his clients’ achieve their organizational objectives. Following a distinguished career in business, Randy has built a successful law practice by providing value to clients through strategic advice, so they may fulfill the mission of, add value to, or realize the value of their enterprise. Randy has a particular focus on Canada’s sustainability industries – renewable energy, energy efficiency and clean technology.

A member of the firm's Corporate/Commercial Group, Randy advises private companies and their owner-managers, private equity and venture capital investors, as well as public issuers, on acquisitions and divestitures, senior and subordinated debt and equity financings and business structuring matters. He also helps clients settle shareholder, partnership, joint venture, outsourcing, distribution and licensing arrangements.

Randy previously owned and operated three business services companies, outsourcing critical operating, marketing/communication and HR functions for businesses large and small. He has also served as a senior executive with a large, publicly-listed industrial products company, responsible for all corporate development and treasury/finance activities. Randy was originally trained as a Chartered Accountant, and holds CPA Canada’s Corporate Finance qualification. He has been a director and officer of several private and public companies and frequently speaks in business and legal settings on M&A and finance matters.


Picture of Stephen Wise
Stephen Wise

Stephen helps clients transform their mandates into business results.

With over 25 years of experience, Stephen has helped executives of global, national, and local businesses to deliver value. He has led remote teams in Toronto, New York, Boston, London, Sydney and Chicago, including:

  • Partnership with local Private Equity firm setting up Virtual Data Rooms, Due Diligence governance and 100-day business growth plans for a series of lower-mid market acquisitions.
  • Leading due diligence for Energy and Consumer Services $1B acquisition.

Working with Stephen helps avoid last minute scrambles, decisions made and unmade, and insufficient collaboration.

In the words of one Managing Director, “Stephen was very effective getting results from our internal and external partners. I have worked with others that can waste a lot of time on unimportant things. Stephen really gets it”.


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