Matthew Merkley
Partner | Toronto
Toronto: 416-863-3328

Matthew represents clients in a wide variety of capital markets transactions and securities regulatory matters. He has acted for issuers and underwriters in public offerings of debt and equity, as well as bidders, target companies, and financial advisers in public and private acquisitions and contested corporate transactions. He also has expertise with respect to advising public issuers on: governance, compensation and disclosure matters; normal course, program share repurchase and substantial issuer bids; and dual-class share structures.

SELECT EXPERIENCE

Representative transactions include advising:

Equity Offerings

  • H&R REIT on its C$200-million, C$187-million, C$173-million, C$150-million and C$125-million offerings of trust units
  • Financial services holding company in connection with its C$650-million public offering of subscription receipts and concurrent C$600-million private placements of subscription receipts
  • Starlight U.S. Multi-Family Core Fund, Starlight U.S. Multi-Family (No. 2) Core Fund and Starlight U.S. Multi-Family (No. 3) Core Fund on their US$47-million, US$33-million and US$50-million initial public offerings of limited partnership units
  • The Descartes Systems Group Inc. on its US$147-million offering of common shares in Canada and the U.S.
  • TransGlobe Apartment REIT on its C$247-million initial public offering of trust units, subsequent C$58-million offering of trust units and C$194-million and C$110-million offerings of subscription receipts exchangeable for trust units
  • Underwriters on C$21-million offering of subscription receipts by Aston Hill Financial Inc. and C$12.6-million offering of trust units by True North Commercial REIT

Debt Offerings

  • H&R REIT on its C$150-million, C$115-million and C$75-million offerings of convertible unsecured subordinated debentures and C$235-million (floating rate), C$180-million, C$175-million, C$175-million, C$125-million and C$60-million (floating rate) offerings of senior unsecured debentures
  • Caterpillar Financial Services Limited on its C$750-million, C$600-million, C$500-million, $C350-million, C$200-million and C$200-million medium term note offerings and C$1.5-billion commercial paper program

Mergers, Acquisitions & Reorganizations

  • Granite REIT on its conversion from a corporation to a stapled unit real estate investment trust structure
  • TransGlobe Apartment REIT on its privatization by Starlight Investments Ltd. for an aggregate purchase price of approximately C$1.03-billion
PUBLICATIONS
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Blakes Bulletin on Capital Markets, November 2014.
Blakes Bulletin on Capital Markets/Mergers & Acquisitions, November 2014.
Co-author: Equity Capital Markets in Canada: Regulatory Overview
Multi-jurisdictional Guide to Capital Markets Law, Practical Law Company, November 2014.
Co-author: Prospectus Offerings: 5 Questions Issuers Need to Consider
Canadian Securities Law News, Wolters Kluwer CCH, No. 249, October 2014.
Blakes Bulletin on Capital Markets, September 2014.
Blakes Bulletin on Capital Markets, February 2014.
Blakes Bulletin on Capital Markets and Corporate Governance, December 18, 2013.
Blakes Bulletin on Corporate Governance, July 2013.
Blakes Bulletin on Corporate Governance, July 2013.
Co-author: 2013 Proxy Advisory Voting Guidelines: Matters to Consider
Corporate Governance Report (Lexis Nexis), Vol. 8 No. 1, March 2013.
Blakes Bulletin on Capital Markets, January 2013.
Co-author: TSX Adopts and Proposes New Director Election Requirements
Corporate Governance Report (Lexis Nexis), Vol. 7 No. 4, December 2012.
Blakes Bulletin on Securities Regulation, October 2012.
Blakes Bulletin on Securities Regulation, August 2012.
Blakes Bulletin on Securities Regulation, July 2012.
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PROFESSIONAL APPEARANCES
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Panellist: Securities Law: Year in Review
Blakes Business Class Seminar, September 2014.
Panellist: Preparing for Proxy Season
Blakes Business Class Seminar, January 2013.
Panellist: Securities Law: Year in Review
Blakes Business Class Seminar, September 2012.
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MEDIA APPEARANCES
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Quoted: TSX Arms Shareholders With New Board Voting Rules
Article by Karlee Weinmann, Law 360, February 19, 2014.
Quoted: Choice Properties REIT Lifting IPOs Above TSX: Corporate Canada
Article by Eric Lam, Bloomberg, July 15, 2013.
Quoted: Canadian boards slow to embrace diversity
Article by Julius Melnitzer, National Post, Financial Post, Legal Post, May 29, 2013.
Mentioned: TSX-Listed Companies Face Pressure to Alter Director Voting
Article by Barbara Shecter, National Post, Financial Post, Legal Post, August 22, 2012.
Mentioned: Questions Remain About Shareholders Democracy Reform in Canada
Article by Barbara Shecter, National Post, Financial Post, Legal Post, July 10, 2012.
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