Graham King

Graham King  

Partner

Executive Summary

Graham King is a partner in our Toronto office. He is the manager of BLG's Corporate & Commercial Group in Toronto and is the national leader of our Private Company Group. He specializes in business and corporate law with an emphasis on mergers and acquisitions. Graham has acted as lead counsel to vendors, purchasers and other stakeholders in complex domestic and cross-border divestitures, acquisitions, mergers, management buyouts and other corporate arrangements in a diverse range of industries. He serves as corporate counsel and advisor to several Canadian and US corporations, partnerships, private equity, venture capital corporations and not-for-profit organizations.

Graham advises on corporate reorganizations, the restructuring of insolvent corporations, partnerships, professional corporations, joint ventures, private placements, earn-outs, the negotiation of subscription, shareholder, share and asset purchase agreements, and a broad range of commercial contracts and lending agreements. He also advises directors, officers and corporations on fiduciary and corporate governance matters.  He represents hospitals and various provincial health support agencies negotiating transfer, funding, service and participation agreements and with restructuring matters in the health services sector.

Prior to the practice of law, Graham worked in the investment and corporate banking group at one of Canada's largest investment dealers, and managed the fixed-income portfolio of several mutual and pooled investment funds.

Representative Work

  • Counsel to Wakefield Canada Inc. in its acquisition of Castrol Canada Inc. from BP Lubricants USA Inc.; its negotiation of exclusive Canadian distribution rights to all SuperClean branded products; in connection with the sale of its H2Blu-branded Diesel Exhaust Fluid business to Recochem Inc. and with respect to various ongoing commercial matters.
  • Advised the management shareholder group of Trisura Guarantee Insurance Company, a property and casualty insurance company with a primary focus on the Canadian surety, professional and executive liability and warranty markets, in connection with the spinoff of Trisura Group Ltd., the majority shareholder, from Brookfield Asset Management Inc.
  • Advised Krismark Holdings ULC and certain of its affiliates in connection with its acquisition of Lakes of Muskoka Cottage Brewery Inc.  and Vancouver Island Brewing Inc.
  • Advised the shareholders of Medical Futures Inc. (MFI) in connection with the sale of MFI, a specialty pharmaceutical company distributing prescription and non-prescription pharmaceutical and natural therapeutic products, to Tribute Pharmaceuticals Canada Inc.
  • Advised the management shareholder group of ND Graphics Inc. in connection with its management buyout from Gerber Scientific International Limited and subsequent acquision of Western Rim Industries Ltd., a distributor of films and fabrics for the digital print, sign and awning industries. 
  • Advised M & G Steel Ltd., a structural steel fabricator, in connection with the sale by its shareholders to 2443790 Ontario Inc.
  • Advised and acted for Evonik Degussa Corporation and Evonik Canada Inc. in connection with the purchase of substantially all of the assets of Kemira Chemicals Canada Inc.
  • Advised and acted for a US investment fund in its acquisition of a steel manufacturing facility in Welland, Ontario, and in connection with the negotiation of various revolving and term credit facilities and related matters.
  • Advised Mobilicity and its affiliates in their $250-million bid for wireless spectrum.
  • Advised the Portland Group in connection with the sale of shares of Manulife Financial Corporation to Berkshire-TWC Financial Group Inc.
  • Represented Chrysler Canada Inc. in connection with a $769-million funding agreement with the Government of Ontario.
  • Advised Hammond Manufacturing Company Limited and Hammond Power Solutions Inc. on the sale of shares of Moloney Electric Inc. to Indian corporation Universal Power Transformer Power Limited.
  • Represented Maxxium Canada Inc. on the sale of its shares by Maxxium Worldwide B.V. to Beam Global and related global reorganization.
  • Advised AMEC Americas Limited with its purchase of shares of Philips Engineering Inc., and AMEC Dynamic Structures Ltd. with its sale of shares to Empire Industries Ltd.
  • Represented Best Buy Canada Ltd. in its purchase of Howell & Associates Inc.
  • Advised Scepter Holdings Inc. in its purchase of certain shares of Globalive Communications Inc.

Publications & Presentations

  • Co-author, "Best Practices for Directors to Limit Personal Liability Under the Oppression Remedy," BLG Bulletin, November 2017.
  • Co-author, “Bill 101 Has Major Shortcomings,” Law Times, August 21, 2017.
  • Co-Author, "The Nominee Director in Canada," BLG's Business and Corporate Commercial Bulletin, August 2017, as reproduced in "Corporate Brief," LexisNexis, September 15, 2017, Number 277.
  • Co-Author, "Shareholder Engagement at the Forefront of Recently Proposed OBCA Amendments," BLG's Securities & Capital Markets & Corporate Commercial Bulletin, April 2017.
  • Co-author, "New Reporting Obligations for Ontario Corporations: What You Need to Know," BLG Publications, November 29, 2016.
  • Co-author, "Changes Mean Burdens for Business?," (Forfeited Corporate Property Act, 2015) Law Times, November 21, 2016.
  • Co-Author, "OSC Goes Grassroots with Crowdfunding Exemption," Canadian Lawyer Magazine, May 26, 2014.
  • Author, "Business Succession Planning – Get Your Ducks in a Row," Canadian Lawyer Magazine 2014 Legal Resource Guide.
  • Contributor, “Doing Business in Canada Handbook, An Introduction to the Legal Aspects of Investing and Establishing a Business in Canada,” published by BLG.
  • Editor, Martindale-Hubbell Canada Law Digest, Canada Business Corporations Act.
  • Former Columnist, Law Times "Corporate Corner."
  • Author, "Extending Fiduciary Principles to the Director-Creditor Relationship, A Canadian Perspective," 29.2, Man. L.J., and as published in "Control of Corporate Management," Canadian Legal Studies Series, 3rd Edition, Captus Press Inc., 2004.
  • Author, Law Times articles, including "No Fiduciary Relationship Between Directors & Creditors"; "Improving Standards of Corporate Governance"; " Real Business Judgment Needed for Business Judgment Rule's Protection"; " Business Should Comply Soon With New Consumer Protection Act"; and "Directors Prosecuted, Corporate Charters Cancelled".
  • Co-Author, "Directors Have a Fiduciary Duty to the Corporation – and only to the Corporation!" Canadian Lawyer Magazine, 2009.
  • Speaker at the Ontario Bar Association.