Key Considerations for Going-Private Transactions in Canada

To assist interested parties in navigating a going-private transaction in Canada, we have prepared the following summary of key considerations.

What is a Going-Private Transaction?

A going-private transaction converts a public company into a private company, eliminating the public shareholders and consolidating share ownership under one or a few shareholders.

There are two common reasons a going-private transaction is proposed:

1. Management, or one or more shareholders of the target company, wants to buy-out the other public shareholders (called a Management Buyout or MBO)
2. A third-party sponsor proposes to acquire the target company, with or without the support of management or a group of existing shareholders.

Going-private transactions are also sometimes referred to as leveraged buyouts (LBOs) as the party leading the go-private will often finance the purchase through debt at the target operating company level.