Changes to the Investment Canada Act (the “ICA”) review thresholds for WTO investors are on the horizon. Currently, acquisitions by WTO investors are subject to review where the asset value of the business acquired exceeds the monetary threshold of $369 million. However, on April 24, 2015, the review thresholds will change to consider enterprise value with the potential for more investments by WTO investors being scrutinized under the ICA.
As Aaron Singer mentioned in his February 11, 2015 post, the Competition Bureau has recently set the pre-merger notification threshold relating to transaction size for 2015 at $86 million. However, while a transaction below these thresholds is not notifiable, the Competition Bureau may nonetheless review the transaction if there are legitimate competition concerns and the Bureau is made aware of the transaction – as occurred in Tervita Corp. v Canada (Commissioner of Competition) (“Tervita“).
Tervita attracted a lot of attention, as it was unusual for two reasons.
The thresholds for pre-merger review under the Investment Canada Act and pre-merger notification under the Competition Act will both be increased for 2015.