Jeremy Fraiberg

Jeremy is Co-Chair of Osler’s Mergers and Acquisitions Group and former Co-Chair of Osler’s Mining Group. He has acted for public and private companies, boards of directors, special committees and private equity firms on a range of acquisitions, securities offerings and other corporate transactions. Jeremy routinely represents investment dealers on fairness opinions, valuations and complex financial advisory assignments.

Jeremy has been recognized as a leading practitioner by The Lexpert/American Lawyer Guide to the Leading 500 Lawyers in Canada (Corporate/M&A, Corporate Finance & Securities, Corporate Mid-Market; Corporate Commercial); The Canadian Legal Lexpert Directory (M&A, Corporate Mid-Market, Corporate Finance & Securities, Corporate Commercial Law and Mining); Chambers Global: The World’s Leading Lawyers for Business (Corporate/M&A); The Best Lawyers in Canada (M&A) and IFLR100: The Guide to the World’s Leading Financial Law Firms (M&A). 

Jeremy has taught at the University of Toronto Faculty of Law on contested mergers and proxy contests and has spoken and written about a range of legal issues. After graduating from law school he served as a law clerk to Chief Justice Antonio Lamer at the Supreme Court of Canada.


Representative Work

Mergers and Acquisitions

  • Mapei in its acquisition of Diaplas
  • Hecla Mining in its definitive agreement to acquire Alexco Resource Corp.
  • Bank of Montreal in its US$16.3 billion acquisition of Bank of the West.
  • Apollo Global Management in its acquisition of Great Canadian Gaming Corporation.
  • Domtar in its $3 billion acquisition by Paper Excellence.
  • BMO Capital Markets in connection with its role as independent valuator on Enbridge Inc.’s $30.4 billion transfer of assets to Enbridge Income Fund.
  • The independent valuator in connection with BCE Inc.’s $3.95 billion privatization of Bell Aliant.
  • Chemtrade Logistics Income Fund on its US$900 million acquisition of General Chemical Corporation.
  • Mitel Networks Corporation on its $400 million acquisition of Aastra Technologies Limited.
  • Penfund and its portfolio companies on a number of acquisitions and investments, including Penfund’s acquisition of JET Equipment & Tools Ltd. and investment in Mevotech L.P.
  • The special committee of the board of directors of Inmet Mining Corporation in response to the $5.1 billion unsolicited offer by First Quantum Minerals Ltd.
  • Goldman Sachs and RBC Capital Markets in connection with their role as financial advisors to Nexen Inc. on its US$15.1 billion sale to CNOOC Ltd.
  • Ontario Teachers’ Pension Plan on its $1.1 billion joint acquisition of Q9 Networks with Bell Canada, Providence Equity Partners and Madison Dearborn Partners.
  • TELUS Corporation on its dual class share reorganization and related proxy contest with Mason Capital Management LLC.
  • London Stock Exchange Group plc on its proposed merger with TMX Group Inc. and related proxy contest with Maple Group Acquisition Corp.
  • The board of directors of Addax Petroleum Corporation in connection with the $8.27 billion sale of Addax to Sinopec International Petroleum Exploration and Production Corporation.
  • Lundin Mining Corporation on its private placement to and proposed business combination with HudBay Minerals Inc.
  • Kinross Gold Corporation on its $1.2 billion acquisition of Aurelian Resources Inc.
  • Royal Bank of Canada on its $1.36 billion acquisition of Phillips, Hager & North Investment Management Ltd.
  • Magna International Inc. on the US$1.54 billion investment by OJSC Russian Machines.
  • IPSCO Inc. on its US$7.7 billion sale to SSAB Svenskt Stål AB.
  • Novelis Inc. on its US$6.0 billion sale to Hindalco Industries Limited.
  • CanWest Global Communications Corp. on its $2.3 billion joint acquisition and reorganization of Alliance Atlantis Communications Inc. with Goldman Sachs Capital Partners.

 

Corporate Finance

  • Magna International Inc. on its MJDS offerings of US$650 million 4.15% senior notes due 2025 and US$750 million 3.625% senior notes due 2024
  • The underwriting syndicate led by TD Securities and Cantor Fitzgerald on the $258 million initial public offering of Alignvest Acquisition Corporation, a special purpose acquisition corporation
  • Chemtrade Logistics Income Fund on its $345 million subscription receipts offering
  • Counsel to the Underwriters for Oryx Petroleum Corporation Limited’s $250 million initial public offering.
  • The underwriting syndicate led by UBS Securities Canada Inc., Canaccord Genuity Corp. and RBC Capital Markets on EcoSynthetix Inc.’s $100 million initial public offering
  • The underwriting syndicate led by RBC Capital Markets and UBS Securities Canada Inc. on Royal Nickel Corporation’s $51.7 million initial public offering of common share and flow-through share units

Latest Insights

  • Osler Update Mar 11, 2024

    Ontario Capital Markets Tribunal clarifies considerations for a private placement in the face of an unsolicited takeover bid in Aimia

    The OSC has provided helpful guidance in assessing whether a private placement undertaken in the face of a take-over bid is an improper defensive tact...

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    Ontario Capital Markets Tribunal clarifies considerations for a private placement in the face of an unsolicited takeover bid in Aimia
  • Osler Update Dec 11, 2023

    Private to public and back again

    Canadian initial public offering (IPO) activity boomed from 2018 to 2021, with transaction volumes peaking in 2021.

    Read more
    Private to public and back again
  • Osler Update Sep 11, 2023

    Ontario Superior Court rules on fair value in Baffinland dissent decision

    In a recent decision, the Ontario Superior Court of Justice (Commercial List) found that the price at which a takeover bid process was ultimately cons...

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    Ontario Superior Court rules on fair value in Baffinland dissent decision
  • Osler Update May 31, 2023

    Ontario Court of Appeal provides guidance on the meaning of ‘material change’ under the Securities Act

    What constitutes a “material change” requiring disclosure under the Ontario Securities Act? Two companion decisions from the Ontario Court of Appeal o...

    Read more
    Ontario Court of Appeal provides guidance on the meaning of ‘material change’ under the Securities Act
View all Insights

Awards and Recognition

  • Chambers Canada: Canada’s Leading Lawyers for Business: Recognized in Corporate/Commercial (Ontario) (Band 1)
  • Chambers Global: The World’s Leading Lawyers for Business: Recognized in Corporate/M&A
    • “He is an excellent M&A practitioner.”
    • “I was extremely impressed with his knowledge of the specifics of what we were trying to do; he was invaluable on the strategy side as well.”
  • The Canadian Legal Lexpert Directory: Recognized in Corporate Commercial Law; Corporate Finance & Securities; Corporate Mid-Market; Toronto’s top corporate mid-market lawyers in 2021; Mergers & Acquisitions; Toronto’s best mergers and acquisition lawyers in 2021; Mining
  • The Lexpert/American Lawyer Guide to the Leading 500 Lawyers in Canada: Recognized in Corporate Commercial Law; Corporate Finance & Securities; Corporate Mid-Market; Mergers & Acquisitions
  • Best Lawyers in Canada: Recognized in Corporate Law; Mergers & Acquisitions Law; Natural Resources Law; “Lawyer of the Year”, Corporate Law (2021)
  • Legal 500: Recognized in Corporate and M&A
  • IFLR 1000: The Guide to the World’s Leading Financial Law Firms: Recognized in M&A (Highly Regarded)
  • Who’s Who Legal: Recognized in International – M&A; Canada – M&A; Canada – Corporate Governance
  • Thomson Reuters: “Stand-out Lawyer”

Media Mentions

  • Osler News Feb 16, 2024

    Osler recognized as a leading firm in Chambers Global 2024 Guide

    Osler recognized as a leading firm in Chambers Global 2024 Guide

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  • Osler News Jan 9, 2024

    34 Osler lawyers recognized in 2024 Lexpert/American Lawyer Guide to Leading 500 Lawyers in Canada

    Osler is pleased to announce that 34 of our lawyers have been recognized in the 2024 edition of the Lexpert/American Lawyer Guide to the Leading 500 L...

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  • Osler News Oct 23, 2023

    Nine Osler lawyers recognized in Lexpert Special Edition: Mining 2023

    Congratulations to nine Osler lawyers recognized in the Lexpert Special Edition: Mining 2023, highlighting leading lawyers in the sector.

    Read more
  • Osler News Apr 19, 2023

    42 Osler lawyers recognized by Lexpert as leaders in Finance and M&A

    Osler is proud to announce 42 of our lawyers have been recognized as leaders in the Lexpert Special Edition: Finance and M&A 2023.

    Read more
View all

Community Involvement

  • Canadian Business Law Journal Board of Trustees
  • Capital Markets Institute Advisory Board
  • Law Alumni Association of the Faculty of Law, University of Toronto

Speaking and Writing

Speaking Engagements

speaker 26/6/2018
M&A in Canada – What Directors Need To Know
Read more
speaker 26/4/2017
The Chemtrade/Canexus Deal: Issues, Challenges and Strategy Under the New Takeover Rules
Read more

The Chemtrade/Canexus Deal: Issues, Challenges and Strategy Under the New Takeover Rules
Speaker, Toronto, April 26, 2017


Credentials

Education

  • University of Toronto, LL.B.
  • Harvard University, A.B.

Languages

  • English

Professional Affiliations

  • Canadian Bar Association
  • Law Society of Ontario
  • Prospectors and Developers Association of Canada
  • Rocky Mountain Mineral Law Foundation