MTY Food Group Inc. (MTY) and Imvescor Restaurant Group Inc. (Imvescor) successfully completed their combination to create a leading North American restaurant franchisor. The combination was carried out pursuant to a statutory amalgamation whereby all of the outstanding common shares of Imvescor were acquired by a direct wholly-owned subsidiary of MTY for a consideration having an aggregate value of approximately $247 million that consisted of approximately 20% in cash and approximately 80% in MTY common shares. The shareholders approved the amalgamation at a special meeting held on February 15, 2018, and the transaction closed on March 1, 2018.
MTY was represented by an in-house team led by Claude St-Pierre and Eric Lefebvre and assisted by a team from Fasken Martineau DuMoulin LLP that included Neil Kravitz, Robert Paré, Jessica Catton Rinaldi and Janie Harbec (corporate), Fred Harvey and Ryan Rabinovitch (tax) and Huy Do and Justine Reisler (regulatory).
Imvescor was represented by an in-house team led by Frank Hennessey, Tania M. Clarke and Isabelle Breton, and assisted by a team from Stikeman Elliott LLP that included Pierre-Yves Leduc, Olivier Godbout, Dana Borshy, Marc-William Carrothers, Luke Sinclair, Tommy Ponte (corporate), Franco Gadoury, Philippe Kattan (tax), Jeffrey Brown, Megan MacDonald (regulatory) and Maxime Jacquin (banking). Imvescor was represented in the United States by a team from Ropes & Gray LLP led by Zachary Blume with assistance from Elaine Murphy and Hillel Nadler.
