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Jeremy  Fraiberg

Jeremy Fraiberg

Partner, Corporate

Co-Chair: Mergers and Acquisitions


Contact Information

jfraiberg@osler.com

tel: 416.862.6505

Office

Toronto

Bar Admission

Ontario, 2000

Education
  • University of Toronto, LL.B.
  • Harvard University, A.B.
Language(s)
English

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.

  • Mitel Networks Corporation

    Mitel Networks Corporation in connection with its acquisition of ShoreTel, Inc. for US$530 million

  • Greenhill & Co. Canada Ltd.

    Greenhill & Co. Canada Ltd. in connection with the sale of Brookfield Canada Office Properties to Brookfield Property Partners L.P. for $480 million

  • Stryker Corporation

    Stryker Corporation in its acquisition of NOVADAQ Technologies Inc.

  • BMO Capital Markets Corp.

    BMO Capital Markets Corp. in connection with the sale of Milestone Apartments Real Estate Investment Trust to Starwood Capital Group for US$2.85 billion

  • M&A and Proxy Contests

    • Chemtrade Logistics Income Fund on its initial unsolicited take-over bid for and subsequent friendly $900 million acquisition of Canexus Corporation.
    • Whistler Blackcomb Holdings Inc. on its $1.4 billion sale to Vail Resorts, Inc.
    • Canadian Oil Sands Limited in its response to Suncor Energy Inc’s unsolicited take-over bid.
    • 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.
    • Barclays Canada in connection with its role as independent valuator on 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.
    • Magna International Inc. on its dual class share capital reorganization.
    • 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
    • The  underwriting syndicate led by RBC Capital Markets, Barclays Capital Canada Inc., Merrill Lynch Canada Inc. and BMO Capital Markets on 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
  • Find More

  • The Best Lawyers in Canada, 2013-2018, recognized in the area of Mergers & Acquisitions Law.
  • The Best Lawyers in Canada, 2018, recognized in the area of Natural Resources Law.
  • The Lexpert: Guide to the Leading US/Canada Cross-border Corporate Lawyers in Canada, 2013-2017: Recognized in the area of Corporate Finance & Securities.
  • The Lexpert: Guide to the Leading US/Canada Cross-border Corporate Lawyers in Canada, 2013-2017: Recognized in the area of Mergers & Acquisitions.
  • The Canadian Legal Lexpert Directory, 2012-2017Consistently recommended in the area of Corporate Commercial Law.
  • The Canadian Legal Lexpert Directory, 2011-2017, Most Frequently recommended in the area of Corporate Finance and Securities.
  • The Canadian Legal Lexpert Directory, 2012-2017, Most Frequently recommended in the area of M&A.
  • The Canadian Legal Lexpert Directory, 2011-2017, Most Frequently recommended in the area of Corporate Mid-Market.
  • The Canadian Legal Lexpert Directory, 2013-2017, Repeatedly recommended in the area of Mining.
  • The Lexpert/American Lawyer Guide to the Leading 500 Lawyers in Canada, 2012-2017, Most Frequently Recommended in the area of Corporate Finance & Securities.
  • The Lexpert/American Lawyer Guide to the Leading 500 Lawyers in Canada, 2011-2017, Most Frequently Recommended in the area of Corporate Mid-Market and M&A.
  • The Lexpert/American Lawyer Guide to the Leading 500 Lawyers in Canada, 2016-2017, Most Frequently Recommended in the area of Corporate Commercial.
  • Chambers Global: The World’s Leading Business Lawyers, 2012-2017, recognized in the area of  Corporate/M&A.
    • "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."
  • IFLR 1000: The Guide to the World’s Leading Financial Law Firms, 2012-2017, recognized in the area of Mergers and Acquisitions.
  • Chambers Canada: The World’s Leading Business Lawyers, 2016-2017, recognized in the area of Corporate/Commercial (Ontario).
  • The Lexpert/American Lawyer Guide to the Leading 500 Lawyers in Canada, 2013-2016, Most Frequently recommended in the area of M&A.
  • Lexpert Rising Stars, 2009, Recognized as a Leading Lawyer. 
  • Lexpert/ROB Special Edition on Leading Canadian Lawyers in Global Mining, 2013-2015, Recognized as a leading individual.
  • Lexpert/ROB Special Edition on Canada’s Leading Corporate Lawyers, 2014-2015, Recognized as a leading individual.

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

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

Osler Publications

External Publications and Speaking Events

  • The Mergers & Acquisitions Review: Canada, 9th Edition, Co-Authored with Emmanuel Pressman and Robert Yalden.
  • New CSA Rule Governing Shareholder Rights Plans, Presenter, Capital Markets Institute Roundtable, June 2013.
  • Directors’ Duties: An Overview for Mid and Junior Public Mining Company Executives and Directors, Presenter, PDAC March 2013.
  • Duties of a Director When a Public Company is in Play, Presenter, C.D. Howe Institute Roundtable, September 2012.
  • Renewed Quest: Court Decision Hasn’t Killed National Securities Regulator, Editorial, Financial Post, July 19, 2012.
  • Disclosure Best Practices for Dual Listed Canadian Companies: Mineral Reserve and Resources Estimates and Oil and Gas Reserves, Presenter, 56th Annual Rocky Mountain Mineral Law Institute, July 2010.
  • Fiduciary Outs and Maximizing Shareholder Value Following BCE, (2009) 48(2) Canadian Business Law Journal 213.
  • Not One Regulator but Two, Editorial, The Globe and Mail, October 28, 2009.
  • A Canadian Understanding of Director Duties, Online Editorial, The Globe and Mail, January 6, 2009, Co-Authored with Emmanuel Pressman.
  • When to Tell: The OSC’s Ruling in the AiT Case Confirms Existing Practice for Merger Disclosure, Editorial, Financial Post, January 16, 2008, Co-Authored with Robert Yalden.
  • Kerr v. Danier Leather Inc.: Disclosure, Deference and the Duty to Update Forward-Looking Information, (2006) 43(1) Canadian Business Law Journal 106, Co-Authored with Robert Yalden.