Course content

    1. Howard Johnson's Presentation

    2. Tax Planning Presentation

    3. Due Diligence Materials

    4. Wendy Kauffman's Presentation

    1. Howard Johnson's Recording

    2. Tax Planning Panel

    3. Legal Issues Panel

    4. Igor Klibanov's Recording

    5. Due Diligence Panel

    6. Debt Financing Panel

    7. Wendy Kauffman's Recording

About this course

  • $200.00
  • 7 CPD hours
  • December 7, 2021

Course Description

1. Avoiding the Pitfalls in the M&A Process

Speaker: Dr. Howard E. Johnson, DBA, FCPA, FCA, FCMA, FCBV, CPA, CFA, ASA, CF, C.Dir of Duff & Phelps Canada Limited

2. Panel on Tax Planning and M&A Tax Issues

Speakers:
Adam Serota, J.D., LL.M. (Tax) of BRS Tax Lawyers LLP
Stan Shadrin, CPA, CA of CPA Solutions LLP
Boris Volfovsky, CPA, CA of CPA Solutions LLP

3. A Discussion Among Experienced Legal Counsel of Legal Issues in the Current M&A Environment for Domestic and International Transactions

Speakers:
Mark Groulx, MBA of AIM Group Canada Ltd.
David Dunlop, LL.B. of McMillan LLP
Samantha Horn, LL.B. of Stikeman Elliott LLP
Heather Whitten, LL.B., LL.M. of Wilson Vukelich LLP

4. Panel on Diligence and Insurance

Speakers:
Kelly Ehler, CPA, CA, TEP
Sean Flinn, MBA Vice President of BFL Canada
Maria Milanetti, CHRL, ACPC, CFBA of MarchFifteen Consulting
Michael Taylor, Partner of The Poirier Group
Qail Jamal, Marketing Analyst of Sapling Financial Consultants Inc.

5. Panel on Debt Financing

Speakers:
Sagar Sethi, Director, Commercial Banking with National Bank
Marcus Cote, CFA, CPA, CMA, CAIA of RBC
Lally Rementilla, CPA, CMA of BDC Capital
Kevin Westfall, VP, Business Development of Accord Financial

6. Communications as Part of The Transaction Process

A practical review of the role of communications in both preparing for sale and in strategically managing its announcement.

Speaker: Wendy Kauffman, Founder, Wendolyn Reputation Management

Instructor(s)

Marcus Cote
[email protected]

Marcus Cote is a director of business development with RBC who has over 1o years of experience and commercial and alternative lending with the BDC, Roynat, GE Capital and RBC. His experience spans across a broad range of industries, company sizes and different situations from rapid organic growth, acquisition financing, business transitions like shareholder or management buyouts to turn arounds. Having worked at a variety of organizations and underwritten a wide mix products like equipment financing, high loan to value mortgages, subordinated debt to lines of credit and term loans and Marcus brings a unique and creative approach to financing complex situations. He holds a bachelor of business management from Dalhousie University and is a Chartered Professional Account and CFA charter holder.

David Dunlop
[email protected]

David Dunlop is a Senior Partner and a member of McMillan's Management Committee. David primarily assists clients in the acquisition and sale of businesses, private equity transactions, corporate finance, corporate governance and outsourcing. He has extensive experience in negotiating transactions and complex commercial arrangements.

David regularly advises clients on all components of corporate/commercial matters. He has acted for many domestic and international clients assisting in corporate establishment, restructuring and operations. He has been seconded twice to act as interim general counsel of a multinational financing corporation.

Prior to attending law school and joining the firm, David was employed for four years with Xerox Canada Inc. and Hallmark Cards. He has extensive field sales and marketing experience in connection with commercial and consumer products and services.

David holds a Bachelor of Commerce in addition to his LLB and was called to the Ontario Bar in 1989.

Kelly Ehler
[email protected]

Kelly Ehler is a Chartered Accountant, former auditor with Price Waterhouse Coopers, former banker with Bank of Montreal, and current Chief Financial Officer at NexgenRx Inc a technology companies focused on claims adjudication and Slang Worldwide Inc., a leading cannabis company focused on acquiring and developing market-proven brands and creating new brands to meet the needs of cannabis consumers worldwide.

Kelly has sat on various public company corporate boards and board committees. He has led many companies, from startups to billion dollar public companies, as CFO in a variety of industries and countries. His experience covers debt financing, due diligence, acquisitions and dispositions, audits, tax planning, estate planning, consolidations, multi jurisdiction entities and multijurisdictional public companies. Kelly’s public company experience covered many capacities and positions including CEO, COO, VP and CFO.

Mark Groulx, B.Comm., MBA
[email protected]

Sean is the co-head of BFL's M&A practice focused on providing transaction risk insurance solutions for private equity, pension, family office and corporate strategic clients, with national coverage. BFL’s M&A team is focused on representations and warranty insurance, but can also support tax liability (reduce or eliminate a contingent tax exposure) and contingent liability risks.

Prior to joining BFL Canada, Sean worked at Scotiabank for 7+ years in corporate and commercial banking. He is a volunteer with ACG Toronto on their Membership Committee and with Rise Asset Development on their Investment Committee.

Samantha Horn
[email protected]

Samantha Horn is a partner in the Mergers & Acquisitions and Private Equity Groups. Her practice focuses primarily on mergers and acquisitions and private equity and venture capital financing, including investments and buy-outs, as well as fund formation activities. Samantha is a member of the Management Committee in the Toronto office and formerly served as Co-Head of the Mergers & Acquisitions and Private Equity Groups.

Samantha received the Women’s Executive Network’s Canada’s Most Powerful Women: Top 100 Award in the “KPMG Professionals” category three times (2014, 2015 and 2016), which recognizes women who play a leadership role within their organization. Her efforts toward the promotion of the advancement of women in law have contributed to the firm receiving the Profiles in Diversity Journal’s Award of Excellence.

Accolades

  • Chambers Canada 2017 as a Band 1 ranked lawyer in Private Equity: Buyouts & Venture Capital Investments.
  • The Canadian Legal Lexpert Directory 2017 as a leading lawyer in Corporate Commercial Law, Corporate Mid-Market, Corporate Finance and Securities, Mergers and Acquisitions, and Private Equity.
  • The 2017 Lexpert/American Lawyer Guide to the Leading 500 Lawyers in Canada in Corporate Mid-Market.
  • The Best Lawyers in Canada 2017 in Private Funds Law and Leveraged Buyouts and Private Equity Law.
  • EWho’s Who Legal: Canada 2016 in Private Funds.
  • 2016 Expert Guides: Private Equity.
  • Lexpert/ROB Special Edition: Canada's Leading Corporate Lawyers, May 2017.

Samantha is a frequent speaker at conferences, seminars and various panels, including with the American Bar Association at their annual and spring Business Law Section meetings.

Qail Jamal
[email protected]

Qail is a recent graduate from Western University where he studied Management & Organizational Studies, specializing in Consumer Behaviour. While attending, he served as a Co-Director for Western’s Fashion & Lifestyle Society where he gained experience in event planning and coordinating.

He previously interned at TouchLogic Corporation as a Marketing Intern. During this time he gained experience in market research and assisted with developing marketing strategies, including expanding product features.

Dr. Howard E. Johnson, DBA, FCPA, FCA, FCMA, FCBV, CPA, CFA, ASA, CF, C.Dir
[email protected]

Howard is a Managing Director and Canada Market Leader at Kroll Investment Banking in Toronto (formerly Duff & Phelps). For more than 25 years, Howard has been advising business owners and executives on acquisitions, divestitures, financing and shareholder value matters. He is the author of several books on the subjects of business valuation and corporate finance, published by CPA Canada.

Wendy Kauffman
[email protected]

Wendy Kauffman is a 20-year veteran of the communications field and the Founder of Wendolyn Reputation Management, a consulting practice that focuses on ESG communications, crisis communications and spokesperson training.

Her work extends to the private, public, and not-for-profit sectors across the country.

She has supported innovative startups to global brands, each time establishing them as thought leaders and strong storytellers whether to increase sales, build awareness, or impact policy.

Maria Milanetti
[email protected]

Maria Milanetti, Partner at MarchFifteen Consulting, is an Executive Coach and Senior Organizational Development and Management Consultant with over 20 years of experience. She has mastery in Coaching, Leadership Assessments, Talent Management and Succession Planning. She works with clients in both the public and private sector.

Maria specializes in helping leaders to take their organization to the next level of accomplishment and achievement. As a coach and consultant, she has worked internationally with large clients, including: banks, financial organizations, sports companies, mining and consumer goods. She is experienced at working across cultures and geographies.

Maria is most passionate about helping clients to progress in their leadership journey through helping them to:

  • Build self-awareness and effectiveness in the situations they find themselves in
  • Identify, develop, and get excited about their ambitions for themselves and their organizations
  • Recognize their strengths and talents and identify key areas for development and potential

Lally Rementilla
[email protected]

Lally Rementilla is Managing Partner, Intellectual Property-Backed Financing at BDC. She oversees and provides strategic guidance to a national team that helps companies accelerate their growth or the commercialization of their innovation.

Following nearly two decades of experience as a financial executive in the technology sector, Lally moved into investment, becoming Chief Financial Officer and then President & Chief Executive Officer of commercial lender Quantius. At Quantius, she structured and launched the company’s main fund and helped build a diverse portfolio of knowledge-based companies. Prior to that, she was Vice President of Finance and Administration at Nulogy Corporation, where she raised $10 million through institutional and private investors and led contract negotiations with major global accounts, contributing to 67% compound annual revenue growth for the company. She was also a Vice President at Lavalife and Lucent Technologies Canada.

Lally is an Associate Fellow at Creative Destruction Lab and a member of Grand Challenges Canada’s investment committee. She previously served on several other boards, including Pique Ventures Investments, the Information Technology Association of Canada, nextMEDIA and Canadian Women in Communications, as well as the former Canada Lead for the Billion Dollar Fund for Women.

Lally is a proud supporter of Canadian innovation and derives great satisfaction from partnering with founders and management teams to help them scale. She is an experienced gender lens investor with an eye to creating impact for women globally. A Chartered Professional Accountant, she also holds a Master of Business Administration from York University and a Bachelor of Arts in Communications from Ateneo de Manila University.

Adam Serota
[email protected]

  • Adam completed his Bachelor of Commerce Degree from the Sprott School of Business and his Juris Doctor from Osgoode Hall Law School. Adam thereafter obtained his LL.M (Tax) from Osgoode Hall Law School.
  • Adam joined Buote Ranieri Serota LLP in 2014 after serving as independent legal counsel to a mid-sized accounting firm that specialized in audits and appeals. Adam has extensive experience in corporate law and in various tax services including but not limited to audits, appeals, voluntary disclosures, advance income tax rulings and opinion letters.
  • Adam describes his personal strength as being able to listen to all sides and find creative solutions in order to facilitate the best negotiated solution.
  • Admitted to the Ontario Bar, 2013.

Sagar Sethi
[email protected]

Sagar Sethi, Director, Commercial Banking with National Bank, is a skilled finance professional, with 20 years’ experience. As a seasoned lender in senior debt and bank financing, across multiple industries, Sagar specializes in origination, credit structuring, financial modelling, and deal completion. He builds his practice with an emphasis on strong partnerships both internally and externally. While managing diverse, multi-million dollar, executive portfolios, Sagar specializes in commercial credit, risk management, trade finance and M&A. He is Co-Chair of the M&A Club Mississauga.

With almost 20 years’ experience as a professional host and public speaker, Sagar has a vibrant and welcoming personality that serves him well as an expert relationship builder, that his clients know and trust.

Stan Shadrin, Partner, CPA, CA
[email protected]

Stan is a Chartered Professional Accountant (CPA, CA). He has completed three levels of the In-Depth Tax Course and has over 10 years of experience working for national accounting firm and local accounting firms.

Over his career Stan has advised variety of clients ranging from owner managed businesses to public companies. Stan’s areas of specialty include tax structuring, Canadian tax compliance and other tax matters, dealing with issues related to Canadian inbound taxation and Canadian outbound taxation.

Stan has also presented on variety of tax topics at CPA Ontario events and other professional development courses.

Michael Taylor
[email protected]

Michael is a Senior Executive of The Poirier Group with over 20 years of professional management combining innovation with polished execution and teamwork resulting in consistently overachieving results in competitive business markets. He builds creative and progressive business practices that consistently deliver bottom line results. He has a career-long record of developing constructive relationships and negotiating complex agreements that has enabled him to develop long-term loyal customers among Canada’s and the world’s leading companies. He has a proven ability to achieve big wins, market share growth and competitive advantages, while helping companies grow their revenue, contain costs and realize national and world-wide objectives.

Boris Volfovsky, Partner, CPA, CA
[email protected]

Boris has over 17 years of experience in public practice. Before becoming a partner at CPA Solutions LLP Boris worked at one of the big four national firms as a senior tax manager in the private enterprise group.

Boris has vast experience in working with owner managers and their small, medium and large private corporations across industries.

In addition Boris is also involved in the tax community through the facilitation of the In-Depth tax courses, facilitation of tax week under the former School of Accountancy and through presenting on various tax topics at YDCPAA, PD Consortium and AJAG.

Kevin Westfall
[email protected]

Kevin is a known and trusted product expert in asset-based lending, receivables financing, trade finance and purchase order finance. For more than 20 years, Kevin has been working with clients and advisors to structure creative financing solutions. They appreciate his ability to quickly understand their unique situations, looking beyond the numbers to understand the real story behind them. Kevin is a graduate of York University.

Heather Whitten
[email protected]

Heather practices corporate and commercial law in the Business Law Group at Wilson Vukelich LLP. In addition to providing general corporate advice to clients, Heather has extensive expertise in negotiating and implementing commercial transactions including shareholder arrangements, acquisitions, dispositions, mergers, reorganizations and strategic alliances (including partnerships, joint ventures, law firm structuring as well as structuring for medical professionals).

Heather has a sub-specialty in shareholder and partnership disputes and has a depth of experience in dealing with the intricacies and strategy for shot-gun transactions.

Heather's practice also encompasses e-commerce matters including trade-mark prosecution, software licensing and advising on matters for software developers, hardware vendors, IT service providers and companies where business relies on technology.