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Jeffrey Kerbel

Partner

Partner | Email

T: 416.777.5772

Email

Toronto

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T: 416.777.5772


Email

Toronto

Download vCard
Download PDF
  • Education
  • Bar Admissions
  • Select Experience
  • Recent Recognition
  • Insights, News & Events
  • Related Services
  • Select Experience
  • Recent Recognition
  • Insights, News & Events
  • Related Services

Acting for public and private companies, independent committees of boards of directors, investment dealers and regulators, Jeffrey Kerbel practices exclusively in the business law and securities law areas. His practice focuses on mergers and acquisitions, public and private financings, corporate governance and securities regulatory matters.

Jeff is a past Chair of the International M&A Joint Venture Committee of the Section of International Law of the American Bar Association. He has also been a co-Chair of the International Securities and Capital Markets Committee of that Section. A former member of the Securities Advisory Committee to the Ontario Securities Commission, he acted as senior team leader for the Ontario Securities Commission on its reformulation of Canadian securities legislation from 1995 to 2000.

Jeff regularly writes on securities law and corporate governance, including articles on non-voting shares, going private transactions and harmonization of securities laws. He also lectures on securities regulation, mergers and acquisitions, and corporate governance and responsibility.

Education

University of Toronto, LLB, 1982 Harvard University, LLM, 1985 

Bar Admissions

Ontario, 1984

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Bloom Burton & Co. and Haywood Securities Inc. in a US$150-million private placement of common shares of Cybin Inc.
Field Trip Health Ltd., in the spin-out of its drug development and medical clinics businesses into two independent public companies, Reunion Neuroscience and Field Trip Health & Wellness, by plan of arrangement.  The spin-out transaction was supported by a private placement financing led by Oasis Management Company
Broadridge Financial Solutions, Inc., a global FinTech leader, in its acquisition of AdvisorStream Ltd., a leading provider of digital engagement and marketing solutions for the global wealth and insurance industries
Canadian Pacific Railway Limited in its US$31 billion acquisition of Kansas City Southern
Canadian Pacific Railway Company, in its public offering via prospectus supplement of an aggregate of $2.2-billion principal amount of notes, guaranteed by Canadian Pacific Railway Limited
Canadian Pacific Railway Company, in its public offering via prospectus supplement of an aggregate of US$6.7-billion principal amount of notes, guaranteed by Canadian Pacific Railway Limited
Seamless Logic Software Limited, in its merger with MoneyClip Inc. to create Wellfield Technologies Inc., and the listing of Wellfield on the TSX Venture Exchange which was supported by a $20-million financing, bringing the total post-money valuation of Wellfield to >$100-million
ATB Capital Markets Inc. in the $7.14-million private placement offering of The Flowr Corporation. 
Pyxus International, in the Canadian aspects of its US$1.2-billion recapitalization under Chapter 11 and infusion of US$400 million of fresh capital
Cresco Labs Inc., in its acquisition of Tryke Companies, including the Reef Dispensary Portfolio, for US$252.5 million for Tryke operating assets plus US$30 million for Tryke real estate assets
Broadridge Financial Solutions, Inc., in its approximately US$300-million acquisition of RPM Technologies
Canso Investment Counsel Ltd., in providing equity and debt financing to ClearStream Energy Services Inc. for the acquisitions of AECOM Production Services Ltd. and Universal Weld Overlays Inc.
Cresco Labs, in its $1.1-billion acquisition of Origin House, the largest public company acquisition in the history of the U.S. cannabis sector
CoreLogic, Inc., in the acquisition by its subsidiary of 100% of Symbility Solutions Inc, in a transaction valued at approximately $155 million
Canadian counsel to the shareholders of the Northern Harvest Sea Farms group, a group of aquaculture companies engaged in the production of farmed Atlantic salmon in eastern Canada, in its sale to Marine Harvest, one of the largest seafood companies in the world and the world’s largest producer of Atlantic salmon, for $315 million
Klondex Mines Ltd., in its US$462-million acquisition by Hecla Mining Company pursuant to a Plan of Arrangement
Havilah Mining Corporation, in its US$52-million spin-out from Klondex Mines Ltd. including a concurrent equity subscription by Hecla Mining Company pursuant to a Plan of Arrangement
Total Energy, with its unsolicited takeover of Savanna Energy Services Corp. 
Canso Investment Counsel Ltd., the largest first lien debtholder, with the $600-million recapitalization of Postmedia Network Inc. (PNI) pursuant to the Canada Business Corporations Act, including significant amendments to PNI's outstanding 8.25% senior secured notes (the First Lien Notes) and the paydown of approximately $78 million of the First Lien Notes
Special Committee of Northquest Ltd., with the insider bid by Nord Gold N.V. for all shares of Northquest not previously owned by it
O'Hara Administration Co., S.A., in a successful proxy contest relating to a proposed takeover of Pacific Rubiales Energy Corp. by ALFA S.A.B. de CV and Harbour Energy Ltd.
Lead investor, with the US$135-million Series C private equity and debt financing of Purch, an integrated digital content and commerce company
The First Lien lenders of Nelson Education Ltd., with the restructuring and reorganization of Nelson Education Ltd. under the Companies' Creditors Arrangement Act
The Special Committee of Central GoldTrust, with Sprott Asset Management's $1-billion hostile takeover bid for all the outstanding Units of Central GoldTrust
The Special Committee of Silver Bullion Trust, with Sprott Asset Management's $62-million hostile takeover bid for all the outstanding Units of Silver Bullion Trust
Seabridge Gold, Inc., with the proposed acquisition of SnipGold Corp. pursuant to a court approved plan of arrangement for approximately $10.8 million in stock. 
The Catalyst Capital Group Inc., with its dissident proxy contest and hearing before the Ontario Securities Commission relating to the proposed acquisition of Shaw Media Inc. by Corus Entertainment Inc.
Canadian Pacific Railway Limited, with a proposed US$28-billion merger with Norfolk Southern Corp. 
The principal investors in the refinancing of Tuckamore Capital Management Inc., through the issuance by Tuckamore to the investors, on a private placement basis, of 8.00% Senior Secured Debentures due 2026 in an aggregate principal amount of $176,228,000, as well as the issuance of 10.00% Second Lien Secured Convertible Debentures due 2026 in an aggregate principal amount of $35,000,000
The Special Committee of Silver Bullion Trust (SBT), with SBT's conversion to an Exchange Traded Fund (ETF) in partnership with Purpose Investments Inc.
Canadian counsel to Cheung Kong (Holdings) Limited and Hutchison Whampoa Limited, with a $84-billion (implied enterprise value) reorganization and combination of their respective businesses and the separation of their non- property and property businesses into two new Hong Kong-listed companies, CK Hutchison Holdings Limited and Cheung Kong Property Holdings Limited. The transaction also involved a transfer of approximately 6% percent of the shares of Husky Energy Inc.
The Special Committee of Central GoldTrust, with the Trust's successful defense against a dissident unitholder proposal and subsequent proxy contest
The Special Committee of Silver Bullion Trust, with the Trust's successful defense against a dissident unitholder meeting requisition and subsequent proxy contest
Canadian counsel to Regal Beloit Corporation, in the US$1.44-billion world-wide acquisition of the Power Transmission Solutions business of Emerson Electric Co
Canadian counsel to Inmarsat plc in the sale of its shares in Skywave Mobile Communications Inc. to Orbcomm Inc. in an arrangement valued at US$130 million
Canadian counsel to Quad Partners in its Recapitalization of ILSC
The Audit Committee of Penn West Petroleum Ltd., in a management-initiated, voluntary review of certain accounting practices, and in connection with the restatement of Penn West's previously filed financial statements arising from the review
Scorpio Mining Corporation, in an application that successfully challenged the nomination by a shareholder of candidates for election at Scorpio's annual meeting
The Catalyst Capital Group Inc., in the acquisition of substantially all of the assets of Advantage-Rent-a-Car pursuant to a sale process under Section 363 of the US Bankruptcy Code. 
The Clay Family, who with Leucadia National Corporation, formed a joint venture, Gauss LLC, to invest US$110 million in a joint venture with Golden Queen Mining Co Ltd. for its Soledad Mountain Project. 
Canadian counsel to Osisko in an agreement pursuant to which Yamana and Agnico Eagle jointly acquired 100% of Osisko's issued and outstanding common shares for total consideration of $3.9 billion. The parties reached the Agreement following a hostile bid from Goldcorp Inc.
Canso Investment Counsel, the principal investor and purchaser in the private placement by Xplornet Communications Inc. of $123.0 million of 13.0% unsecured notes due 2021 and $25.0 million of preference shares. 
Canadian counsel to Darling International Inc., in its acquisition of all the assets of Rothsay, a division of Maple Leaf Foods Inc., for approximately $645 million
The noteholders of Canadian aviation logistics company Sky-Link Aviation Inc., in a $200-million recapitalization transaction pursuant to a plan of compromise and arrangement under the Companies' Creditors Arrangement Act
Canadian counsel to Mubadala Development Company in its acquisition of all of Global Alumina Corporation's interest in Guinea Alumina Corporation
The Special Committee of the Board of Directors of Melior Resources Inc., in an unsolicited insider bid by a wholly-owned subsidiary of Pala Investments Limited
Invesco Canada Ltd., in its successful effort to remove and replace the majority of the board of directors of Rona Inc. 
The MTN Noteholders (largest creditor group - $1.4 billion) in the $2.4-billion recapitalization of Yellow Media Inc. pursuant to the Canada Business Corporations Act
Noteholders of OPTI Canada Inc. (OPTI) in connection with a proposed plan of reorganization, compromise and arrangement under the Companies' Creditors Arrangement Act and the Canada Business Corporations Act providing for the USD $2.15-billion acquisition of OPTI by a wholly-owned subsidiary CNOOC Limited and, failing that, the USD $2.15 billion recapitalization of OPTI
1582956 Alberta Ltd., in its $147-million acquisition of Sun Gro Horticulture Inc. by way of takeover bid
Research In Motion Limited, in its $200-    million acquisition of QNX Software Systems from Harman International Industries, Incorporated
Research In Motion Limited, in its $150-million acquisition of Certicom Corp
The Special Committee of Research In Motion Limited, in the company's management initiated voluntary review of stock option granting practices and in connection with the company's settlement with the Ontario Securities Commission and the U.S. Securities and Exchange Commission
The largest bondholder in the recapitalization of Ainsworth Lumber Co, Ltd.
SSAB, in its sale of the IPSCO Tubulars business to Evraz for US$4.025 billion
Certain noteholders and backstop parties, in the US$1.2-billion recapitalization transaction of Tembec Inc. and its subsidiaries by plan of arrangement
WCE Holdings Inc., the parent company of the Winnipeg Commodity Exchange, in the sale of all shares, totalling $50 million, to Intercontinental Exchange, Inc. by a plan of arrangement
Alliance Atlantis Communications Inc., in the $2.3-billion sale of all the outstanding shares of the company by way of plan of arrangement to Canwest, Goldman Sachs Capital Partners and EdgeStone Capital Partners
SSAB corporation, in its $9.1-billion acquisition of Ipsco Inc.
Infrastructure Ontario and the Joint Executive Committee of the North Bay General Hospital and the Northeast Mental Health Center, in the alternative financing and procurement transaction for the North Bay Regional Health Centre, a new co-located acute care hospital and specialized mental health centre in North Bay, Ontario
Extendicare Inc. and Extendicare REIT, in a $1.6-billion reorganization resulting in the distribution of Assisted Living Concepts, Inc. to Extendicare shareholders and the conversion of the remaining business of Extendicare into a Canadian real estate investment trust, Extendicare REIT
Wood Composite Technologies Inc., in its $10.3-million brokered new issue offering pursuant to long form prospectus and concurrent Tier 1 listing on the TSX Venture Exchange
Senior bondholders of Stelco Inc. (steel), the largest group of affected creditors, in connection with a $3-billion reorganization of Stelco under the Companies' Creditors Arrangement Act and the issuance of new senior floating rate notes thereunder
Warrant holders of ID Biomedical, in the successful blocking of a $1.7-billion buyout of ID Biomedical by GlaxoSmithKline
Synenco Energy Inc., in a $317-million initial public offering of class A voting shares which included exercise of an over-allotment option
Committee of SR Telecom bondholders, in US$39-million secured revolving and term credit facility
Hollinger International and the Special Committee of Hollinger International before the Ontario Securities Commission in its successful opposition to Ravelston's effort to privatize Hollinger Inc. Representation of Hollinger International in Ravelston's ensuing insolvency proceedings
The Healthcare Infrastructure Company of Canada, the selected private partner, in the public-private partnership transaction for the new Brampton Civic Hospital in Brampton, Ontario
Thermo Electro Corporation, in its $60-million acquisition of CRS Robotics Corporation
Gulf Indonesia Resources Limited, in its US$330-million going private transaction with Conoco Inc.
Gulf Canada Resources Limited, in its $9.8-billion cross-border sale to Conoco Inc.
Vivendi, in its US$34-billion acquisition of The Seagram Company Limited
Caribbean Utilities Company, in its US$50-million issuer bid and private placement

Recent Recognition

Canadian Legal Lexpert Directory

Consistently Recommended, Mergers & Acquisitions
Repeatedly Recommended, Corporate Commercial Law; Corporate Finance & Securities

Best Lawyers in Canada
Recognized for Mergers and Acquisitions Law
LexisNexis Martindale-Hubbell
Received a BV Distinguished Peer Review Rating
Lexpert Guide to the Leading U.S./Canada Cross-border Corporate Lawyers in Canada
Recognized as one of the leading lawyers in the area of corporate finance and securities
Lexpert Special Edition - Canada's Leading Corporate Lawyers
Recognized as one of Canada's leading corporate lawyers
Lexpert Special Edition—Canada's Leading Finance and M&A Lawyers
Recognized as a leading Finance and M&A lawyer
Lexpert Special Edition—Technology and Health
Recognized as one of Canada's leading lawyers in Technology and Health
Who's Who Legal: Canada
Recognized, Mergers & Acquisitions

Insights, News & Events

Blog

Ontario Tribunal Refines Public Interest Test in Cease Trade Decision on Shareholder Rights Plans

December 13, 2024
       

Announcements

Twenty-Seven Bennett Jones Lawyers Ranked in Lexpert's Special Edition on Finance and M&A

April 18, 2024
       

Announcements

Bennett Jones Lawyers Recognized in Best Lawyers in Canada 2024

August 24, 2023
       

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