Jordan provides insightful and practical advice on a range of corporate and securities matters.
Jordan’s practice focuses on public company matters, including mergers and acquisitions, corporate finance and continuous disclosure. He specializes in facilitating compliance with complex securities law requirements in the context of business combinations, related party transactions, takeover bids, issuer bids and proxy contests.
Prior to joining Davies, Jordan practised as legal counsel in the Office of Mergers & Acquisitions and in the Corporate Finance Branch of the Ontario Securities Commission, where he reviewed transactions and financings, evaluated exemptive relief applications and drafted facta in connection with M&A-related hearings.
Acted for SunOpta Inc. in connection with a US$60-million equity investment by related party Oaktree Capital Management, L.P. and activist shareholder Engaged Capital, LLC in preferred shares of a SunOpta subsidiary exchangeable into common shares of the public parent company and voting on an as-exchanged basis.
Turquoise Hill Resources Ltd.
Acted for Turquoise Hill Resources Ltd. in connection with Pentwater Capital Management's activist campaign and proxy contest with respect to Turquoise Hill's contested 2020 annual and special meeting.
Cornerstone Capital Resources Inc.
Acting for Cornerstone Capital Resources Inc. in its response to the hostile bid launched by SolGold plc for Cornerstone, including Cornerstone's proposed requisition of a meeting of SolGold to change the board of SolGold.
Acted for the Special Committee of the Board of Directors of Ridley Inc., one of the leading commercial animal nutrition companies in North America, in connection with a plan of arrangement under which Alltech, Inc. acquired all of the outstanding stock of Ridley Inc. for total consideration of approximately $521 million.
Scotia Capital Inc., CIBC World Markets Inc. and BMO Nesbitt Burns Inc.
Acted for a syndicate of underwriters, co-led by Scotia Capital Inc., CIBC World Markets Inc. and BMO Nesbitt Burns Inc. in a bought deal private placement of $125-million notes due 2020 issued by Crombie Real Estate Investment Trust. The net proceeds of the offering were used to repay existing debt, including the outstanding 5.75% Series C Convertible Unsecured Subordinated Debentures and for general corporate purposes.
Burger King Worldwide, Inc.
Acted for Burger King Worldwide, Inc. in connection with its acquisition of Tim Hortons Inc. for approximately US$12.5 billion, the related financing, which involved a US$3-billion preferred equity investment from Berkshire Hathaway Inc., a secured US$7.25-billion credit facility and a private placement of US$2.25 billion of second lien secured notes, and an associated tender offer for Tim Hortons' outstanding US$1.2 billion of debt securities. This transaction resulted in the creation of Restaurant Brands International, a new global company headquartered in Canada, and the third-largest quick service restaurant in the world with approximately US$23 billion in system sales and over 18,000 restaurants in 100 countries. The transaction was recognized as Global M&A Deal of the Year: Canada by The American Lawyer's 2015 Global Legal Awards.
Davies Highlights Concerns with Proposals to Modernize Ontario’s Capital Markets
Sept. 09, 2020 - Davies has submitted a comprehensive comment letter to the Capital Markets Modernization Taskforce (Taskforce) in response to the consultation report published by the Taskforce on July 9, 2020 (Report). The Taskforce was formed by the Ontario government in February 2020 with a mandate to review...
Let’s Get Practical: Moving to Virtual AGMs in Response to COVID-19
Mar. 23, 2020 - As the COVID-19 global health pandemic continues, companies are having to respond to a constantly evolving situation. For Canadian and U.S. public companies, this includes having to make quick decisions about when and how to hold their 2020 annual shareholder meetings (AGMs), while at the same...