Canadian M&A Perspectives Private and Public Mergers & Acquisitions | Private Equity

New 2017 Competition Act Merger Notification Threshold

Posted in Uncategorized
Donald HoustonMichele Siu

The pre-merger notification transaction-size threshold for 2017 has increased to $88 million from the 2016 threshold of $87 million.  As per the indexing mechanism set out in the Competition Act (Act), the pre-merger notification threshold is reviewed annually.

The transaction-size threshold is based on the book value of assets in Canada of the target (or in the case of an asset purchase, of the assets in Canada being acquired), or the gross revenues from sales “in or from” Canada generated by those assets, calculated in accordance with the Notifiable Transactions Regulations under the Act.  The Competition Bureau must generally be given advance notice of proposed transactions when the acquired assets in Canada or revenues generated in or from Canada from such assets exceed $88 million (transaction-size threshold), and when the combined Canadian assets or revenues in, from or into Canada of the parties together with their respective affiliates exceed $400 million (size of parties threshold).   The size of parties threshold has not been reviewed and remains the same.