Q1 | Torys Quarterly • Winter 2021

M&A Trends 2021

Torys looks ahead to the trends that will shape business.


Deal terms

The remarkable impact of the events of 2020 on dealmaking continues, with deal terms and trends evolving alongside uncertain global markets.

Parties in an insolvency want a clean closing. Post-closing deal “tails”—complex working capital adjustments, vendor take-back mortgages, and earn-outs and participations—are usually viewed negatively.
  — Market conditions generate distressed M&A opportunities

Structuring considerations

Strategies are changing across the various dimensions of deal structures to respond to regulatory developments, market activity, shareholder demand and more.

While parties should not assume a target’s poor financial performance will automatically permit an otherwise anticompetitive transaction, there may be certain circumstances where it is preferable that productive assets be in the hands of a competitor rather than lost to the market.
— The Competition Bureau and failing firm acquisitions under COVID-19

Industry focus

Some sectors in Canada experienced exponential growth in 2020, while others are due for an upturn.

Many industries are surviving through government funding, and this will not last forever—there will likely be a wave of opportunities in the commercial real estate market in 2021 and beyond.
Commercial real estate: Navigating opportunities and challenges ahead

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