“Very intelligent, thoughtful, incisive and practical.”
Client – Chambers Canada 2020
Charles brings a combination of expert knowledge in competition law and enforcement agency experience to his practice. He advises on Canadian competition and foreign investment review law, including mergers, abuse of dominance, cartel investigations, misleading advertising and general compliance matters.
Charles has significant expertise in securing competition and foreign investment approvals for complex M&A transactions. He also assists clients in major competition litigation and in negotiating resolutions with the Competition Bureau.
He brings a unique understanding of enforcement agency concerns to his clients’ matters. Before rejoining us in 2012, he was Deputy General Counsel of the New Zealand Commerce Commission, where he managed the Commission’s major litigation portfolio and acted as counsel in a variety of complex competition proceedings.
Charles is actively involved in the leadership of the Canadian Bar Association, including as current vice-chair of the Legislation and Competition Policy Committee and past chair of the Mergers Committee, Reviewable Matters/Unilateral Conduct Committee, and the CBA’s 2016 Spring Competition Law Conference. He is a board member of the children’s charity Ready, Set, Play.
Ivanhoé Cambridge Inc. and Canadian Pension Plan Investment Board
Acted for Ivanhoé Cambridge Inc. and Canada Pension Plan Investment Board in the sale of Carrefour de l'Estrie, one of the largest shopping centres in Québec, to an affiliate of Groupe Mach.
TransDigm Group Incorporated
Acted for TransDigm Group Incorporated, a global aerospace components manufacturer, on competition matters related to its US$4-billion acquisition of Esterline Technologies Corporation.
Axium Infrastructure Inc. and The Manufacturers Life Insurance Company
Acted for Axium Infrastructure Inc. and The Manufacturers Life Insurance Company in their joint $1.4-billion acquisition of AltaGas Ltd.'s remaining 55% interest in three hydroelectric projects in northwest British Columbia: the 195 MW Forrest Kerr Hydroelectric Facility, the 66 MW McLymont Creek Hydroelectric Facility and the 16 MW Volcano Creek Hydroelectric Facility.
Alimentation Couche-Tard Inc.
Acted for Alimentation Couche-Tard Inc. in the sale of 13 gas stations and retail sites to Irving Oil Limited in New Brunswick, Newfoundland and Labrador, Nova Scotia and Prince Edward Island.
Stingray Group Inc.
Acted for Stingray Group Inc. in its $506-million acquisition of Newfoundland Capital Corporation Limited, one of Canada's leading radio broadcasters with 101 licences (82 FM and 19 AM) across Canada, and the financing of this acquisition, which included $450 million of new credit facilities and $138 million of equity, comprising a $83-million bought deal offering of subscription receipts, a $40-million private placement of subscription receipts to the Caisse de dépôt et placement du Québec, and $15 million from the exercise of pre-emption rights from the Boyko Group.
Axium Infrastructure Inc.
Acted for Axium Infrastructure Inc. in its $540-million acquisition of TransCanada's Ontario solar portfolio, consisting of eight facilities totalling approximately 105 MW of installed capacity.
Acted as Canadian counsel to Reckitt Benckiser, a global consumer health and hygiene company, on competition and regulatory matters in connection with its US$17.9-billion acquisition of U.S.-listed Mead Johnson Nutrition Company, a global leader in pediatric nutrition.
Acted for PSP Investments in its strategic initiatives with Pattern Energy Group Inc., including (i) the acquisition of a 9.9% interest in Pattern Energy; (ii) the joint venture between PSP and Pattern Energy to co-invest in various renewable projects; (iii) the joint acquisition with Pattern Energy of a 51% and 49% interest, respectively, in the 179 MW Meikle wind project in British Columbia and the 143 MW Mont Sainte-Marguerite wind project in Québec; and (iv) the acquisition of 49% of the Class B interests held by Pattern in the Panhandle 2 wind project in Texas.
Alimentation Couche-Tard Inc.
Acted for Alimentation Couche-Tard Inc. in connection with (1) its acquisition of, by way of merger, the Texas-based gas-and-convenience-store chain CST Brands, Inc., valued at approximately US$4.4 billion; and (2) Alimentation Couche-Tard Inc.'s subsequent sale of a portion of CST Brands, Inc.'s Canadian assets to Parkland Fuel Corporation for approximately US$750 million, subject to adjustments.
Novacap Industries III, L.P.
Acted for Novacap Industries III, L.P. in connection with the sale to Arlon Capital Partners of its interest in Idaho Pacific Holdings, Inc. and AgraWest Foods Ltd., manufacturers of dehydrated potato products.
Moderator, Canadian Bar Association, “Creeps, Killers and Zombies: Antitrust Review of Small Mergers in the Digital Economy”; Toronto, ON
Jan. 31, 2020
Canadian Foreign Investment Review Annual Report Confirms Shift in Emphasis Toward National Security Concerns
Jan. 15, 2020 - The official Annual Report under the Investment Canada Act (ICA) for the fiscal year 2018-19 was released at the end of 2019. This document sets out various statistics and other noteworthy developments during that time frame (i.e., April 1, 2018 to March 31, 2019) relating to the two...
Canadian Competition Bureau Sends Year-End Tidings of Merger Filings
Dec. 23, 2019 - In his own version of the pre-holiday rush, the Canadian Commissioner of Competition has in the last several days challenged one merger transaction and entered into a consent agreement to preserve assets pending his review of another. The Commissioner’s latest actions reflect and reinforce the...
Recent Developments in Abuse of Dominance Law in Canada: When is Anti-Competitive Conduct Justified?, co-author
Dec. 06, 2019 - Kluwer Competition Law Blog (Wolters Kluwer)
Canadian Competition Tribunal Clarifies Scope for Justifying Alleged Abuses of Dominance
Dec. 04, 2019 - The Canadian Competition Tribunal has dismissed an application by the Commissioner of Competition alleging that the Vancouver Airport Authority (VAA) had abused a dominant position in the market for in-flight catering services at Vancouver International Airport. The Commissioner alleged that the...
Small Mergers Loom Large on Canadian Competition Bureau’s Radar
Sept. 30, 2019 - Canada’s Competition Bureau is actively seeking and reviewing smaller acquisitions that may not exceed pre-merger notification thresholds under the Competition Act but that may nonetheless raise substantive competition issues. The Bureau’s demonstrated interest in evaluating smaller...
Is Business Becoming Immune to the Canadian Competition Bureau’s Immunity Program?
June 27, 2019 - Antitrust commentators are questioning the continuing significance of immunity and leniency programs that have been at the forefront of anti-cartel enforcement internationally since the U.S. Department of Justice introduced the first leniency program in the early 1990s. Amid evidence of declining...
Canadian Commissioner of Competition Challenges Acquisition of Specialized Software Business
June 19, 2019 - The Commissioner of Competition recently filed a notice of application with the Canadian Competition Tribunal challenging the acquisition of a Canadian software company that closed on May 13, 2019. The Commissioner claims that the acquisition has resulted in a merger to monopoly for the...
Investment Canada Act: Guide for Foreign Investors in Canada, 2019 Edition
Feb. 02, 2019 - The regulatory landscape for foreign investments in Canada is constantly evolving. As a regular adviser on matters relating to the Investment Canada Act (ICA), Davies has updated this informative guide for foreign investors and their advisers, which provides an overview of the ICA and how...
Canadian Bar Association, Competition Law Section, Legislation and Competition Policy Committee, “From Bid Analytics to Bounties: Non-Leniency Techniques for Detecting Bid-Rigging and Cartel Conduct”; Toronto, ON
Jan. 07, 2019
Chambers Global: The World’s Leading Lawyers for Business—Competition/Antitrust
Chambers Canada: Canada’s Leading Lawyers for Business—Competition/Antitrust
GCR 100 Canada: A Guide to the World’s Leading Competition Law and Economics Practices—Competition and Foreign Investment Review
The Canadian Legal Lexpert Directory—Competition Law
The Best Lawyers in Canada—Advertising and Marketing Law; Competition/Antitrust Law
Who’s Who Legal: Canada—Competition; Who’s Who Legal: Competition—Future Leaders
Expert Guides—Competition and Antitrust