Canadian Capital Markets Transactions 2023

6:15 p.m.
Welcome and Course Introduction
John Wilkin, Blake, Cassels & Graydon LLP

6:30 p.m.
Raising Equity Capital in Canada:
Overview and Latest Developments
James Obright, Managing Director, Equity Capital Markets, RBC Capital Markets

We will begin with an overview of the business reasons behind an issuer’s decision to raise
capital, the nature and sources of that capital, and the key considerations for raising equity
capital over the business life cycle. Topics covered include:
• Equity capital markets in Canada
• Current sources of equity capital
• Key business drivers for raising equity capital over the business cycle

7:30 p.m.
Break

7:45 p.m.
Pre‑IPO Early‑Stage Financing
Linda Misetich Dann, Bennett Jones

Focused on the sources of capital for startups and early‑stage growth companies, we will
review the regulatory framework for private placements, market practice, as well as common
rights provided to angel investors and private equity firms. Potential conflicts and ethical
challenges will be explored, in addition to:
• An overview of the typical structures of an initial and second round equity financing
• Pre‑IPO rights (governance, registration rights)

9:00 p.m.
Module Ends

6:15 p.m.
The IPO
Catherine Youdan, Blake, Cassels & Graydon LLP

This session will delve into the key steps in preparing for and executing an IPO, including:
• Preparing the issuer for an IPO
• Long form prospectus process
– timeline
– prospectus drafting
– regulatory requirements and review process
– liability and due diligence
• Marketing the IPO
– quiet period and restricted period
– testing the Waters and marketing
– pricing and underwriting or agency agreement
• Stock exchange matters
• Closing and post-closing matters

7:30 p.m.
Break

7:45 p.m.
Post‑IPO Equity Financings
Glen R. Johnson, Torys LLP
Rima Ramchandani, Torys LLP

Referencing real‑life examples, you will analyze the key stages in preparing for and executing
an IPO, while also taking a close look at the technical regulatory requirements and process
of review (including the rise of the confidential pre‑file system), prospectus liability, the
marketing process, and closing matters. Current trends in IPO practice will also be addressed.

9:00 p.m.
Module Ends

6:15 p.m.
Raising Debt Capital in Canada
Blake Newell, Director, Debt Capital Markets, CIBC World Markets Inc.
Brian Pong, Executive Director, Canadian Debt Capital Markets, CIBC Capital Markets

Take a deep dive into the business reasons behind an issuer’s decision to raise debt capital,
the nature and sources of that capital, and the key considerations for raising debt capital over
the business life cycle. We will discuss:
• Overview of the debt capital markets in Canada
• Sources of debt capital
• Key business drivers for raising debt capital over the business cycle
• Role of credit ratings and segmentation of market between investment grade and high yield
• Current trends

7:30 p.m.
Break

7:45 p.m.
Post‑IPO Equity Financings
Glen R. Johnson, Torys LLP
Rima Ramchandani, Torys LLP

Referencing real‑life examples, you will analyze the key stages in preparing for and executing
an IPO, while also taking a close look at the technical regulatory requirements and process
of review (including the rise of the confidential pre‑file system), prospectus liability, the
marketing process, and closing matters. Current trends in IPO practice will also be addressed.

9:00 p.m.
Module Ends

6:15 p.m.
Base Shelf Prospect uses
Colin Burn, Stikeman Elliott LLP

The base shelf prospectus is an efficient platform for equity financing and the use of
proceeds to manage working capital, as well as balance sheet requirements.
This session will review the distinct features of the base shelf regulatory framework, including:
• Base shelf prospectuses and prospectus supplement regulations
• Rise of at‑the‑market programs and offerings

7:00 p.m.
Green Bonds and Sustainable Bonds
John Wilkin, Blake, Cassels & Graydon LLP

Learn about green and sustainable debt finance in the Canadian capital markets, including
the sources of market standards, governance and monitoring considerations, and strengths
and weaknesses of current models (including “greenwashing”). We will examine critiques and
trends, as well as:
• International Capital Markets Association standards
• Establishing a Green Bond or Sustainable Bond Framework
• Types of Green Bonds
• Types of Sustainable Bonds
• Due diligence matters
• SPOs
• Disclosure and monitoring of use of proceeds

8:00 p.m.
Break

8:15 p.m.
Capital Markets Financings of Acquisitions
Rosalind Hunter, Osler Hoskin & Harcourt LLP
Michael Innes, Osler Hoskin & Harcourt LLP

What are the specific considerations for financing significant or large acquisitions?
This session will provide a thorough briefing in this topic, illustrated by recent examples,
including a look at regulatory considerations such as financial statement requirements
and achieving prospectus level disclosure with respect to the target and managing due
diligence. The discussion will also include:
• Considerations in private placements and prospectus offerings for significant acquisitions
• Subscription and Instalment receipts – how can these facilitate an M&A equity
offering with long lead time

9:15 p.m.
Module Ends