Nir acts for clients in matters related to corporate issues, capital markets, and mergers and acquisitions.
He began his law career as an associate at a highly regarded Israeli firm, where he advised clients on private equity investments and general corporate matters.
Acted for Fortis Inc. with concurrent offerings of common shares for aggregate proceeds of approximately $1.2 billion. The offerings included a $690-million bought deal in Canada and the U.S. using the multijurisdictional disclosure system, including the exercise by the underwriters of their over-allotment option, and a concurrent $500-million registered direct offering to an institutional investor. Each of the offerings was made pursuant to a prospectus supplement under Fortis' existing base shelf prospectus.
BMO Capital Markets
Acted as Canadian and U.S. counsel to BMO Capital Markets in an at-the-market equity offering by cannabis company Organigram Holdings Inc. in Canada and the United States under the multijurisdictional disclosure system.
Acted for Digital Colony, the global digital infrastructure investment platform of Colony Capital, Inc., in its acquisition (and related bank financing) of Beanfield Technologies Inc., an independent bandwidth infrastructure provider serving the enterprise, carrier and multi-dwelling unit markets in Toronto and Montréal over its owned fibre network.
Mantle Ridge LP
Acted for Mantle Ridge LP in its accumulation of a material equity stake in Aramark and subsequent agreement with Aramark providing for the appointment of 6 new directors, including John Zillmer who was also appointed CEO, and Paul Hilal, founder and CEO of Mantle Ridge LP, who was also appointed as Vice Chairman of the board.
Amcor Flexibles LLC
Acted for Amcor Flexibles LLC in the US$215-million sale of its three healthcare manufacturing facilities to Tekni-Plex, a globally-integrated company focused on developing and manufacturing products for a wide variety of end markets, including medical, pharmaceutical, food, beverage, personal care, household and industrial.
Acted for a minority stockholder of a private company in a buyout of the majority stockholder of that company by way of a cross-border acquisition of all the assets of that company through both equity and debt financing from a private equity firm and an institutional lender.
International Imaging Materials, Inc.
Acted for International Imaging Materials, Inc., a leading developer and manufacturer of value-added consumable solutions for industrial and medical applications and a portfolio company of Altus Capital Partners, in its sale to ACON Investments, LLC.
Acted for Fortis Inc. to establish a base shelf prospectus qualifying up to US$2.5 billion of future public offerings of securities in Canada and the United States under the multijurisdictional disclosure system.
Resolute Forest Products
Acted for Fibrek Recycling US Inc., a subsidiary of Resolute Forest Products Inc., in the sale of its recycled bleached kraft pulp mill in Fairmont, West Virginia to ND Fairmont LLC, a subsidiary of Nine Dragons Paper (Holdings) Limited.
Acted for Fortis Inc. in its $500-million at-the-market public offering of common shares, which will be sold through the Toronto Stock Exchange, the New York Stock Exchange or on any other marketplace in Canada or the United States on which the common shares are traded.
SEC Rulemaking Developments in 2017
Apr. 12, 2018 - Within the first hundred days of taking office, President Trump reiterated his commitment to scaling back existing financial regulations. In February 2017, President Trump signed into law Congress’s repeal of the extractive industry transparency rules adopted by the U.S. Securities and Exchange...
SEC Guidance on Pay Ratio Disclosure
Apr. 12, 2018 - On September 21, 2017, the U.S. Securities and Exchange Commission (SEC) adopted interpretive guidance to assist domestic reporting companies in their efforts to comply with the pay ratio disclosure required by item 402 of Regulation S-K under the Securities Act of 1933, as amended. On...
SEC Approves an NYSE Rule Amendment Prohibiting Release of Material News After Market Close
Apr. 12, 2018 - On December 4, 2017, the U.S. Securities and Exchange Commission (SEC) approved a New York Stock Exchange (NYSE) rule amendment – revised Rule 202. 06 – prohibiting NYSE-listed companies from releasing material news after the NYSE’s official trading closing time (NYSE Closing Time) until the...
SEC Expands the Use of Confidential Submissions of Draft Registration Statements
July 20, 2017 - The staff of the U.S. Securities and Exchange Commission (SEC) recently began accepting from all issuers confidential submissions of draft registration statements for review by the SEC staff in certain cases. Before this policy change, under the Jumpstart Our Business Startups Act of ...
SEC Adopts Final Rule Shortening Settlement Cycle to T+2
Mar. 28, 2017 - On March 22, 2017, the U.S. Securities and Exchange Commission (SEC) adopted a final rule amending Rule 15c6-1(a) under the U.S. Securities Exchange Act of 1934 to shorten the standard settlement cycle from three to two business days (i.e., from T+3 to T+2) for most broker-dealer...
SEC Rulemaking Developments 2016
Feb. 16, 2017 - The U.S. Securities and Exchange Commission (SEC) had a busy rulemaking year in 2016. As part of its Disclosure Effectiveness Initiative launched at the end of 2013, the SEC continued to propose and adopt rules that are intended to improve and modernize the disclosure requirements for reporting...
SEC Rulemaking Developments in 2015
Feb. 22, 2016 - The U.S. Securities and Exchange Commission (SEC) had a busy rulemaking year in 2015. Consistent with the reforms that began in 2012 with the Jumpstart Our Business Startups Act, Congress and the SEC continued their push to improve access to capital across the spectrum of issuers – from...
SEC Adopts CEO Pay Ratio Rule
Aug. 24, 2015 - On August 5, 2015, the U.S. Securities and Exchange Commission (SEC) adopted a final rule to amend Item 402 of Regulation S-K under the Securities Act of 1933 to require most SEC-registered U.S. companies to disclose the ratio of the compensation of their chief executive officer (or any...