Zain brings a creative and pragmatic approach to his clients’ most critical corporate and securities matters.
His practice focuses on public and private mergers and acquisitions, venture capital financings and commercial matters in the technology sector. Clients of all sizes trust Zain to provide responsive and incisive counsel on a broad range of commercial, regulatory and technology matters.
Zain also has experience advising on privacy and cybersecurity-related matters, including on the development of comprehensive policies and procedures that are compliant with privacy law.
Zain is an adjunct professor in the Global Professional Master of Laws program in Innovation, Law and Technology at the University of Toronto Faculty of Law.
Canopy Rivers Inc.
Acted for Canopy Rivers Inc., a venture capital firm specializing in cannabis, in the sale of its indirect equity interest in Canapar Corp., a manufacturer and processor of active compounds used in wellness products, to RAMM Pharma Corp.
Special Committee of Canopy Rivers Inc.
Acting as counsel to the special committee of Canopy Rivers Inc., a venture capital firm specializing in cannabis, in its plan of arrangement with Canopy Growth Corporation, involving the collapse of its dual-class share structure and the transfer of three of its portfolio assets for a total transaction value of approximately $297 million.
Epic Games, Inc.
Acted for Epic Games, Inc. in its investment in Toronto-based SideFX, the company behind the Houdini 3D animation software used in video game development as well as for visual effects in film productions.
Northleaf Capital Partners
Acting for Northleaf Capital Partners in its strategic sale of a non-controlling interest to Mackenzie Financial Corporation, a subsidiary of IGM Financial Inc., and Great-West Lifeco Inc.
Xplornet Communications Inc.
Acted for Xplornet Communications Inc., a portfolio company of Stonepeak Infrastructure Partners and Canada's leading rural broadband provider, in its acquisition of F6 Networks Inc., a fibre optic based telecommunications company in New Brunswick.
Hypixel Studios Inc.
Acted for the founders of video game studio Hypixel Studios Inc. in its sale to Riot Games, Inc. a game developer and publisher best known for League of Legends.
Xplornet Communications Inc.
Acted for Xplornet Communications Inc., Canada's leading rural broadband provider, in its acquisition of Silo Wireless Inc., a rural provider operating in southwestern Ontario and headquartered in Brantford, Ontario.
Square, Inc.
Acted as Canadian counsel to Square, Inc. in its acquisition of Dessa, a Toronto-based company building machine learning applications that address significant real-world challenges for all types of businesses.
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.
Triage Technologies Inc.
Advising Triage Technologies Inc., a Toronto-based and AI-powered digital health company, with its business structure, commercial agreements and equity raise.
Tech Mahindra Limited
Acted for Tech Mahindra Canada, Inc. with its acquisition of ObjectWise Consulting Group, a Canadian information technology consulting company.
Northspyre
Acted as transaction counsel in an investment in Northspyre, a company offering project management software for real estate owners and developers.
Elevate Rooms
Acted as transaction counsel in a seed round investment in Elevate Rooms, a company offering marketing solutions to the hospitality industry.
Bode, LLC
Acted as transaction counsel in a Series B round investment in Bode, LLC, a hospitality company that offers big data solutions to the real estate industry.
J.P. Morgan, BofA Merrill Lynch, MUFG and RBC Capital Markets
Acted as Canadian counsel to the initial purchasers, led by J.P. Morgan, BofA Merrill Lynch, MUFG and RBC Capital Markets, in the private placement of US$550 million of high yield notes of a subsidiary of Lions Gate Entertainment Corp.
TD Securities Inc. and Merrill Lynch, Pierce, Fenner & Smith Incorporated
Acted as Canadian counsel for the dealer managers, TD Securities Inc. and Merrill Lynch, Pierce, Fenner & Smith Incorporated, in Thomson Reuters' substantial issuer bid/tender offer for up to US$9 billion of its common shares and the subsequent US$2 billion return of capital by Thomson Reuters' effected by way of plan of arrangement.
Equibit Group Ltd.
Acted for Equibit Group Ltd., a blockchain development company focused on building a decentralized securities network that facilitates the issuance and transfer of securities on the blockchain.
Epiq Systems, Inc.
Acted as Canadian counsel for Epiq Systems, Inc., a global leader in the legal services industry, in its acquisition of Garden City Group from Crawford & Company.
Blue Wolf Capital Partners LLC
Acted as Canadian counsel to Blue Wolf Capital Partners LLC on the acquisition and related financing of a majority stake in The State Group Inc., a leading North American multi-trade industrial and specialty services contractor.
Merrill Lynch Canada Inc., HSBC Securities (Canada) Inc. and TD Securities Inc.
Acted for a syndicate of underwriters, comprising Merrill Lynch Canada Inc., HSBC Securities (Canada) Inc. and TD Securities Inc., in connection with the offering by United Parcel Services, Inc., of $750 million of 2.125% notes due 2024.
Espial Group Inc.
Acted for the Special Committee of Espial Group Inc. in successfully defending against a proxy contest brought by Vantage Asset Management Inc.
TIO Networks Corp.
Acted for the Special Committee of the board of directors of TIO Networks Corp., in connection with its $304-million acquisition by PayPal Holdings, Inc. TIO is a North American cloud-based multi-channel bill payment processing and receivables management company.
Advance Engineered Products Ltd.
Acted for Advance Engineered Products Ltd. in connection with its sale of Westech Vac Systems Ltd. to FST Canada Inc., a subsidiary of Federal Signal Corporation.
WIND Mobile Corp. and its shareholders
Acted for WIND Mobile Corp. (WIND) and its shareholders, including West Face Capital, in connection with the sale of WIND to Shaw Communications Inc. for approximately $1.6 billion.
Ironbridge Equity Partners
Acted for Ironbridge Equity Partners in its acquisition of Advance Engineered Products Ltd.'s tank production and services business under a sale proceeding conducted pursuant to the Companies' Creditors Arrangement Act. The assets purchased also include the mobile vacuum systems business carried on under the Westech Vac Systems name and the metal fabrication and machining business carried on under the Dumur Industries name.
Kraft Canada Inc.
Acted as counsel for The Kraft Heinz Company in connection with a Canadian private placement of C$1.0 billion of senior notes issued by its subsidiary, Kraft Canada Inc., and guaranteed by The Kraft Heinz Company and Kraft Heinz Foods Company. This private placement was part of a series of financing transactions in other jurisdictions consummated in connection with the US$54-billion merger of H.J. Heinz Company and Kraft Foods Group, Inc.
Restaurant Brands International Inc.
Acted as Canadian counsel for Restaurant Brands International Inc. in connection with a US$1.25-billion private placement of first lien senior secured notes due 2022 issued by two of its subsidiaries.
Birch Hill Equity Partners
Acted for Birch Hill Equity Partners in connection with its investment in Sigma Systems, a Toronto-based communications software company.
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.
JANA Partners LLC
Acted for JANA Partners LLC in connection with its proxy campaign with respect to Agrium Inc. at the company's 2013 annual general meeting.
Bulletin
Whose Liability Is It Anyway? CRTC Issues New Guidance Regarding Liability for Aiding or Inducing CASL Non-Compliance
Nov. 12, 2018 - Perhaps the most controversial feature of Canada’s anti-spam legislation (CASL) 1 is its broad approach to liability for various actors and intermediaries involved in electronic communications. As we have previously explained, persons may be liable under CASL if they “cause” or “permit” a...
Bulletin
Obey or Pay: OSC Warns Off-Shore, Unregistered Trading Platforms Offering Securities to Ontario Investors
Oct. 15, 2018 - The Ontario Securities Commission (OSC) recently approved a settlement agreement with eToro (Europe) Limited (eToro), a Cyprus-based brokerage firm that operates an online cryptocurrency and stock trading platform, imposing over C$2.8 million in penalties on eToro for violating registration and...
Bulletin
CSA Offers Tips for Token Offerings: Direction or Deterrence?
June 28, 2018 - The Canadian Securities Administrators (CSA) has published CSA Staff Notice 46-308 – Securities Law Implications for Offerings of Tokens (2018 Notice). Released on June 11, 2018, it provides some long-awaited clarity on the CSA’s view on token offerings, commonly known as initial coin...
Bulletin
Demystifying Crypto in Canada: Will 2018 Be the Year of Blockchain?
Mar. 07, 2018 - The year 2017 was one of tremendous growth for blockchain, as the technology underlying Bitcoin gained attention from mainstream media outlets, financial institutions, investment funds and securities regulators across the globe. Blockchain’s rise to prominence was led by an interest in...
Bulletin
OSC Invites TokenFunder to Play in the CSA Sandbox
Oct. 26, 2017 - Earlier this month, the Ontario Securities Commission (OSC) released its decision to grant exemptive relief from applicable Canadian registration requirements to Token Funder Inc. (TokenFunder) for the launch of its initial offering of FNDR tokens. By blessing the upcoming offering by TokenFunder...
In the News
Geoff Rawle, Zain Rizvi Referenced in Financial Post Article About Bitcoin
Sept. 22, 2017 - Davies lawyers Geoff Rawle and Zain Rizvi’s recent client communication on the Canadian Securities Administrators’ (CSA) approach to cryptocurrency offerings is referenced in a recent Financial Post article. The Post’s article discusses the strength of the CSA’s directive and quotes Geoff and...
Bulletin
Cooling the Blockchain Boom: CSA Staff Narrow the Path for Cryptocurrency Offerings
Sept. 07, 2017 - Cryptocurrency users take note – Canadian securities laws may apply, and regulators are paying attention. On August 24, 2017, the Canadian Securities Administrators released strong guidance on how securities regulators will view and regulate cryptocurrency offerings, also known as initial coin or...
Bulletin
SEC Issues Landmark Report on Blockchain Fundraising: Initial Coin Offerings “May Be” Securities Offerings
July 28, 2017 - This week the U.S. Securities and Exchange Commission (SEC) published an investigative report 1 confirming what many in the blockchain industry had long anticipated: depending on the facts, the offer and sale of blockchain tokens pursuant to an initial coin offering (ICO) “may be” subject to U.S. ...