3. Amalgamation
4. Formation of
5. Acquisition of an Interest in an Unincorporated Combination Does either (i) the value of the unincorporated combination’s assets in Canada or (ii) its annual gross revenues from sales in, from or into Canada generated from those assets exceed $93 million?
Unincorporated Combination
Does either (i) the value of the continuing corporation’s assets in Canada or (ii) its annual gross revenues from sales in, from or into Canada generated from those assets exceed $93 million?
Does either (i) the value of assets of the combination in Canada or (ii) the annual gross revenues from sales in, from or into Canada generated from those assets exceed $93 million? Note that for purposes of the pre-merger notification requirements, a combination includes a partnership, trust or any other form of non-corporate entity or association.
and
Do at least two of the amalgamating corporations,
and
together with their affiliates, each have either (i) assets in Canada or (ii) annual gross revenues from sales in, from or into Canada, with a value in excess of $93 million? Note that for purposes of the pre- merger notification requirements, a Delaware merger (also known as a triangular merger), including a reverse Delaware merger, is considered to be an amalgamation.
Will the purchaser and its affiliates be entitled to more than 35% of either the profits or the assets on dissolution or if more than a 35% but less than a majority interest is already held by them, will they be entitled to more than 50% of either the profits or the assets on dissolution?
If the applicable transaction-size threshold is not exceeded, pre-merger notification is not mandatory , even if the parties meet the party-size threshold.
If yes, proceed to Step 2 to assess the party-size threshold.
3
Pre-Merger Notification Guide
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