Outline
Overview
Adam Kalbfleisch’s practice encompasses a wide range of competition/antitrust, foreign investment review and regulatory matters.
Adam is recognised as a leading competition lawyer in the most recent editions of Chambers Global, Chambers Canada, Who’s Who Legal: Canada and The Legal 500 – Canada as a "Next Generation Partner." According to clients, Adam is “a great thinker, incredibly thoughtful, highly organised and very strategic” (Chambers Global 2022) and “exceptional at providing easy-to-digest, frank and timely advice” (Chambers Global 2019). Adam has received commendation from peers and clients alike, who admire his “wealth of experience” and call him a “patient, detailed and responsive” lawyer (Who’s Who Legal 2019, Chambers Canada 2018).
Adam regularly advises both domestic and foreign clients engaged in mergers, joint ventures and other forms of strategic alliances in connection with the notification and clearance provisions of the Competition Act and the Investment Canada Act (ICA). Adam is an expert in national security reviews under the ICA and has guided clients—including several state-owned enterprises (SOEs)—through the full national security review process on ten different occasions, making him one of Canada’s leading experts in this area.
Adam advises clients in connection with conspiracy and other criminal provisions of the Competition Act, as well as on potentially anti-competitive business practices, including abuse of dominance, exclusive dealing and refusal to deal matters as well as corporate compliance. Adam also advises clients concerning product regulation and marketing/advertising law matters in a wide range of industries, including the food processing, pharmaceutical and other manufacturing sectors.
Adam is an active member of the Canadian Bar Association and the American Bar Association and was the Chair of the 2014 Annual Competition Law Fall Conference of the CBA. He is also a member of the Canadian Chamber of Commerce Competition Law Policy Task Force, the Chair of the Icelandic Canadian Chamber of Commerce (ICCC) and the Honorary Consul General for Iceland (Toronto).
Client Work
SECURE Energy Services Inc. in its $1.075-billion asset sale of waste management facilities pursuant to a divesture order by the Competition Tribunal.
Park Lawn Corporation, a funeral, cremation and cemetery provider, in its C$1.2-billion going private transaction involving Viridian Acquisition.
Willkie Farr & Gallagher LLP and Alleghany Corporation, as Canadian competition counsel, in the US$11.6-billion acquisition of Alleghany by Berkshire Hathaway.
Time Warner, in its US$85.4-billion acquisition by AT&T Inc.
Advisory counsel to Anheuser-Busch InBev, in its US$103-billion acquisition of SABMiller.
Investor in relation to a National Security review (under the Investment Canada Act) in the FinTech industry.
Canadian Pacific Railway Limited, in its proposed US$28-billion merger with Norfolk Southern Corp.
Katz Group, in its sale of Rexall Health to McKesson Corporation for approximately $2.9 billion.
Canadian counsel to St. Jude Medical, Inc. regarding all competition law matters and filings in its acquisition by Abbott Laboratories for US$25 billion.
Canadian counsel to Starwood in a $12.8-billion transaction regarding all competition law matters and filings in its acquisition by Marriott International, Inc.
Stone Canyon Industries Holdings LLC and Kissner Group Holdings, as Canadian counsel, in their US$3.2-billion agreement to acquire K+S Aktiengesellschaft's North and South American salt business, including Morton Salt and Windsor Salt.
Leyou Technologies Holdings (and its Canadian operating subsidiary Digital Extremes) in regard to the offer by Tencent Holdings Ltd. of China to buy HKSE-listed Leyou in an all-cash deal, valuing the company at up to HKD11.61 billion (US$1.5 billion).
Clover Leaf Holding Company and Connors Bros. Clover Leaf Seafoods Company, affiliates of Bumble Bee Foods, in the US$925-million sale of substantially all of their assets to FCF Co., Ltd.
Kissner Group Holdings LP, completed its acquisition of NSC Minerals Ltd., a market-leading provider of salt products in Western Canada and the North Central United States, from an investor group led by Altas Partners.
Mitsubishi Heavy Industries, Ltd., in its acquisition of Bombardier Inc.'s Canadair Regional Jet (CRJ) series aircraft program for approximately US$550 million.
Inuvialuit Development Corporation, as owner of Canadian North airline, in the merger of Canadian North and First Air (owned by Makivik Corporation), to create a Inuit-owned unified northern Canadian airline.
Fiserv, Inc., in its acquisition of First Data in a transaction valued at approximately US$22 billion, to create a leading payments and financial technology provider.
Longview Aviation Capital Corp., in its acquisition of the Dash 8 program from Bombardier Inc.
Broadridge Financial Solutions, Inc., in its approximately US$300-million acquisition of RPM Technologies.
Canadian counsel to Conagra Brands, Inc. in its $10.9-billion acquisition of Pinnacle Foods Inc.
G2S2 Capital, under its banner Armco Alberta, in its acquisition of Bow Valley Square, an iconic four-tower, LEED Platinum-certified office complex in the heart of downtown Calgary
Morrison Hershfield Group Inc. with the private company arrangement in its sale to Stantec Consulting Ltd.
Anthem Properties Group, in its acquisition of The Cedarglen Group Inc. and the formation of Anthem Cedarglen Developments Limited Partnership.
Capvest Partners in its acquisition of Recochem, a Quebec based manufacturer of aftermarket transportation and household fluids.
CoolIT Systems Inc., a leading provider of scalable liquid cooling solutions, in its US$270 million acquisition by KKR.
Clearpath Robotics Inc., a leader in autonomous robotics, in its sale to Rockwell Automation, Inc.
Lovell Minnick Partners LLC ("LMP") in its acquisition of Netawork Canada Information Technology Products and Services ULC ("Netawork Canada") pursuant to past acquisitions of Net@Work Inc. and its US affiliates.
PI Financial Corp. and Echelon Wealth Partners Inc. and their affiliates in their merger to create a leading investment advisory, wealth management, and capital markets firm.
Acquisition of IBI Group Inc. by Arcadis NV for $873 million via a plan of arrangement.
Kensington Capital Partners and Kensington Private Equity Fund, in its acquisition of Chirurgie DIX30 Inc. and Medego Immobilier Inc., a specialized medical and surgical centre in Brossard, Quebec.
Cresco Labs Inc. in its US$2-billion acquisition of Columbia Care Inc., making Cresco the second-largest cannabis producer and retailer in the U.S. at the time of the transaction.
Datasite LLC, a portfolio company of CapVest Partners LLP, in its acquisition of Firmex Inc., a leading virtual data room and subscription file-sharing provider.
Canadian counsel to Allergan plc., a global, research-based biopharmaceutical company, regarding all competition law matters and filings in its acquisition by AbbVie Inc. for US$63 billion (The Deal Awards 2020 Healthcare, Pharma & Biotech Deal of the Year)
Investor in relation to a National Security review (under the Investment Canada Act) in the ecommerce industry.
G&K Services, Inc., in Canadian competition matters related to its US$2.2-billion acquisition by Cintas Corporation.
BSM Technologies Inc., in its approximately $117.3 million sale to Geotab Inc. by way of plan of arrangement.
Apple Inc., in the Commissioner of Competition's inquiry into Apple's Canadian iPhone distribution agreements. The Commissioner abandoned his inquiry in 2017 without requiring any remedy.
Parkland Fuels Corporation, in all competition matters related to its $300-million acquisition of Chevron Canada's downstream fuel business.
CIP Capital Management LLP, as Canadian counsel, in its acquisition of People 2.0, Inc.
Safeway Inc., as competition counsel, in the $5.8-billion sale of substantially all of its Canadian assets to Sobeys Inc.
Seller in relation to a National Security review (under the Investment Canada Act) in the biotech industry.
Kissner Group Holdings LP, completed its acquisition of NSC Minerals Ltd., a market-leading provider of salt products in Western Canada and the North Central United States, from an investor group led by Altas Partners.
Repsol S.A., in the proposed $15.1-billion acquisition of Talisman Energy Inc.
TRW Automotive Holdings Corp., as Canadian competition counsel in the acquisition of TRW by ZF Friedrichshafen AG for US$ 13.5 billion.
Holtzbrinck/Macmillan Publishers, in litigation arising from a challenge to the Consent Agreement reached with the Competition Bureau and registered with the Competition Tribunal related to E-books.
Purchaser in relation to a National Security review (under the Investment Canada Act) in the fibre optics industry.
The purchaser in its acquisition of 100% of the ownership of Nieuport Aviation Infrastructure Partners GP, the entity that owns and operates the passenger terminal at Billy Bishop Airport.
Canadian competition counsel to Alere Inc., in its US$5.3-billion acquisition by Abbott Laboratories.
Cameron International Corporation, in all competition matters and filings in its $14.8-billion acquisition by Schlumberger Limited.
Canadian counsel to Computer Sciences Corporation, regarding all competition law matters and filings in connection with its merger with the Enterprise Services segment of Hewlett Packard Enterprise Company in a deal valued at approximately US$8.5 billion. This is important as it represents a major step as the company has positioned itself as a next-generation IT services company built to respond to a changing market, that is driving clients to move rapidly toward digital transformation.
Anamered Investments Inc., in the formation of an investor consortium consisting of Anamered, ANTA Sports Limited, FountainVest Partners and Tencent Holdings Limited, and in the acquisition of all outstanding securities of Amer Sports Corporation for approximately US$5 billion.
Northern Harvest Sea Farms group, on its acquisition by Marine Harvest for $315 million.
Tervita Corp., completes acquisition of all issued and outstanding common shares of Newalta Corp. and US$250 million senior secured notes offering.
Counsel to Mylan Inc., in its US$5.3-billion acquisition of generic drug assets from Abbott Laboratories.
VimpelCom Ltd., in its sale process and disposition of their debt and equity interests in the Globalive group of companies in Canada, including Globalive Wireless Management Corp. (WIND Mobile), including the forgiveness or sale of approximately $2 billion of debt owed by WIND Mobile and the sale of their equity interests in WIND Mobile for approximately $130 million.
Canadian counsel to Grupo Modelo, S.A.B. de C.V., in the proposed acquisition by Anheuser-Busch InBev of the remaining stake in Grupo Modelo that it does not already own for approximately US$20.1 billion.
Seller in relation to a National Security review (under the Investment Canada Act) in the telecommunications industry.
Glencore International, in its acquisition of all the outstanding shares of Viterra for approximately $6.1 billion by way of a plan of arrangement and the sale of certain assets of Viterra to each of Agrium and Richardson International for aggregate proceeds of approximately $2.6 billion.
Maple Leaf Sports + Entertainment Ltd., in the acquisition by BCE Inc. and Rogers Communications Inc. of a net 75% ownership interest in MLSE from the Ontario Teachers' Pension Plan for $1.32 billion.
SSAB corporation, in its $9.1-billion acquisition of Ipsco Inc.
Alliance Atlantis Communications Inc., in the $2.3-billion sale of all the outstanding shares of the company by way of plan of arrangement to Canwest, Goldman Sachs Capital Partners and EdgeStone Capital Partners.
Hollinger International Inc., in arbitration arising from the sale to CanWest Global Communications of approximately $3.5 billion of Hollinger International Inc.'s newspaper and other media assets.
Purchaser in relation to a National Security review (under the Investment Canada Act) in the satellite equipment industry.
Osisko Gold Royalties Ltd., in its $1.125-billion acquisition of a high-quality precious metals portfolio of assets from Orion Mine Finance Group.
SMART Technologies Inc., in all regulatory matters and issues related to its acquisition by Foxconn Technology Group.
Schlumberger Production Management, together with Torxen Energy, in its C$1.3-billion acquisition of the Palliser Block assets from Cenovus Energy Inc.
DirectCash Payments Inc., in its US$460-million acquisition by Cardtronics plc
Sanjel Corporation, an Alberta-based energy services and pressure pumping company, in the sale of its US fracturing, coiled tubing and cementing assets to Liberty Oilfield Services Holdings LLC.
Sanjel Corporation, an Alberta-based energy services and pressure pumping company, in the sale of its Canadian fracturing, coiled tubing and cementing assets to STEP Energy Services Ltd. and 1961531 Alberta Ltd.
Acquisition by SHV Holdings N.V. of all the issued and outstanding ordinary shares in the capital of Nutreco N.V. for approximately EUR 3.0 billion.
Parkland Fuel Corporation, in its approximately $378-million acquisition of the assets of Pioneer Energy, and the Commissioner of Competition's application to the Competition Tribunal challenging the acquisition of Pioneer's retail gasoline assets in certain local communities.
Precision Castparts Corp., in the US$560-million acquisition of Noranco from MidOcean Partners and PSP Investments.
Extendicare Inc., a leading provider of care and services for seniors throughout Canada, in the $83-million acquisition of the home health business of Revera Inc.
Canadian counsel to Cheung Kong (Holdings) Limited and Hutchison Whampoa Limited, in a $84-billion (implied enterprise value) reorganization and combination of their respective businesses and the separation of their non- property and property businesses into two new Hong Kong-listed companies, CK Hutchison Holdings Limited and Cheung Kong Property Holdings Limited. The transaction also involved a transfer of approximately 6% percent of the shares of Husky Energy Inc.
Osisko Gold Royalties Ltd., in its business combination to acquire Virginia Mines Inc. for approximately $461 million.
Osisko Mining Corporation, in its response to Goldcorp Inc's unsolicited offer and subsequent agreement with Yamana Gold Inc. and Agnico Eagle Mines Limited to jointly acquire 100% of Osisko's issued and outstanding common shares for total consideration of $3.9 billion.
Clarke Inc., in the sale of its freight transportation business for net proceeds of approximately $100.5 million.
Darling International Inc., in its acquisition of all the assets of Rothsay, a division of Maple Leaf Foods Inc., for approximately $645 million.
Xstrata Coal, in its acquisition of B.C. coal assets, including the Lossan properties from Cline Mining and the Sukunka/Bullmoose, coal properties from Talisman.
Precision Castparts Corp., in its acquisition of Aerostructure and Industrial Products from Héroux-Devtek for $300 million.
RuggedCom Inc., a leading provider of rugged communications networking solutions designed for mission-critical applications in harsh environments, in its defence of an unsolicited take-over bid by Belden Inc. and subsequent supported acquisition by Siemens Canada Limited by way of take-over bid for approximately $440 million.
Meridian Credit Union, in its merger with Desjardins Credit Union to create Ontario's largest credit union with 263,000 members and $8 billion in assets under management.
Goldman Sachs, in its acquisition, through its affiliate J. Aron & Co., of the natural gas marketing business of Nexen Inc.
Teva Pharmaceutical Ltd., as Canadian counsel, in its acquisition of ratiopharm Group for approximately $4.85 billion (€3.625 billion).
SSAB, in its sale of the IPSCO Tubulars business to Evraz for US$4.025 billion.
OJSC Russian Machines, a wholly-owned subsidiary of Basic Element, in its $1.5-billion investment in Magna International Inc.
Ontario Teachers' Pension Plan, in its proposed investment with James Richardson International Limited to acquire Agricore United.
Health Care Property Investors Inc., in its $1.4-billion offer to acquire all of the outstanding units of Sunrise Senior Living Real Estate Investment Trust.
Omstead Foods Limited, in the divestment of its frozen vegetable and coated appetizer division to Bonduelle SA and its frozen fruit division to Silver Valley Farms.
Heidelberg Materials North America in its binding purchase agreement to acquire the Edmonton, Alberta, assets of BURNCO, a successful fifth-generation family-owned construction materials company
Recognitions & Awards
Chambers Canada
Ranked, Competition/Antitrust
Chambers Global
Band 3, Competition/Antitrust
The Legal 500 Canada
Leading Lawyer, Competition and Antitrust
Canadian Legal Lexpert Directory
Repeatedly Recommended, Competition Law
Legal Media Group's Guide to the World's Leading Competition and Antitrust Lawyers/Economists
Recognized as a Rising Star in Competition and Antitrust for Canada
LexisNexis Martindale-Hubbell
Received a BV Distinguished Peer Review Rating
Best Lawyers in Canada
Recognized for Competition / Antitrust Law
Who's Who Legal: Canada
Competition
Related Services
Education & Bar Admissions
Education
- Queen's University, BComm, 1994
- University of Toronto, LLB, 1997
Bar Admissions
- Ontario, 1999
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