Fred Enns

Fred Enns  


Executive Summary

Fred Enns is a partner in our Securities and Capital Markets Group and our Investment Management Focus Group in our Montreal office. Fred practises exclusively in securities and corporate commercial law, with particular expertise in M&A transactions and a wide variety of investment fund matters, including acting for private equity funds, hedge funds, mutual funds and closed-end investment funds and their investment fund managers, advisors and exempt market dealers. His practice in the field of securities and corporate law focuses on mergers and acquisitions, as well as corporate finance, including advising on TSX and TSX-V listings, initial public offerings and reverse takeovers. His experience related to investment funds includes M&A transactions; hedge fund, private equity and mutual fund formation and offerings; fund documentation, including simplified prospectuses, annual information forms, fund facts and other disclosure documentation; a wide range of fund governance issues, compliance policies and procedures, investment restrictions and related issues. Fred also advises on advisor, dealer and investment fund manager registration and compliance, and related governance issues. His practice also includes corporate governance issues, private M&A and other corporate commercial transactions.

Representative Work

  • Acting for a large Canadian pension fund manager in the acquisition of a 10% co-investment interest in the Scotia Plaza office complex in Toronto.
  • Acting for a large Canadian pension fund manager in the acquisition of direct 25% undivided interest in the real estate complex located at 777 Bay Street in Toronto.
  • Acting for a foreign purchaser of several Montreal and Ottawa area hotels including the real estate and all assets and employees involved in operating these hotel businesses.
  • Acting for a large Canadian pension fund manager in the acquisition of a 33.3% interest in the real estate complex located at 700 University Avenue, Toronto.
  • Acting for a large Canadian pension fund manager in the co-investment with strategic and industry partners in the 50–year Concession to operate the Utility System of Ohio State University.
  • Acting for a Montreal based hotel owner/ manager in the sale of several Montreal hotels and three Toronto hotels, including the real estate and all assets and employees involved in operating these hotel businesses.
  • Acting for a large independent Canadian fund manager in the asset sale of their family of mutual funds and closed end funds.
  • Acting for a Montreal based hotel owner/ manager with respect to all aspects of their hotel management business across Canada, including management contracts, commercial transactions, and refinancing of hotel properties.
  • Acting for an investment fund manager and portfolio manager of mutual funds and closed-end funds with respect to fund creation, fund mergers, fund conversions and various fund compliance issues.
  • Acting for a large US fund manager in its acquisition of a controlling interest in a Québec-based portfolio advisor and fund manager.
  • Acting as Canadian counsel to the US and Canadian underwriters leading the syndicate for the offering of $1.35 billion Senior Notes. This offering resulted in one of the largest single tranche high-yield offerings ever completed in Canada.
  • Acting for the Vendor in an RTO of a TSX-V listed mining company, pursuant to which the Vendor sold its subsidiary with mining assets in Guinea in exchange for shares.
  • Acting for a Québec-based mining company on its acquisition of gold mining claims in Northern Québec and its IPO and initial listing on the TSX-V.
  • Acting for issuers and underwriters on public offerings of equity or debt.
  • Acting for a global developer and manufacturer of hardware and software for the television broadcast industry, on its Initial Public Offering and Secondary Offering of common shares.
  • Acting for a mutual fund group in a transaction involving replacement of the trustee and custodian of the funds, as well as the service provider, and amendment and restatement of the mutual fund declaration of trust.
  • Acting for various hedge fund and private equity fund managers in the formation of such funds, securities offerings and registration issues.
  • Acting for the Underwriter in a private placement of special warrants and subsequent short form prospectus offering of shares and warrants of a pharmaceutical company in conjunction with an acquisition.
  • Acting for a group of telecommunication operators, in several private placement offerings of debentures under trust deed.
  • Acting for the Underwriter in a long form prospectus offering of common shares and warrants by a Québec-based oil and gas operator.

Publications & Presentations

  • “Regulatory Update: Sea-Change in the Canadian Regulatory Landscape” panel presentation on the CSA Alternative Funds Proposal at the AIMA Canada Investor Forum 2017, Montreal, September 25-26, 2017.
  • “Looking at Both Sides of the Border: A Comparison of Board Governance Practices and Regulation of Mutual Fund Companies in the United States and Canada.” Panel presentation at the ABA Spring Business Law Section meeting in Montreal April 8, 2016.
  • "Regulatory Spring Fever in the Exempt Markets," BLG Client Seminar, Montréal, June 2, 2015.
  • "Conducting your Two Year Internal AML Review: A Mock Audit Exercise," PMAC Montréal Compliance Forum, Montréal, May 28, 2015.
  • "CRM-2," SS&C Asset Management Regulatory Luncheon, Montréal, December 9, 2014.
  • Presentations at quarterly seminars on the Investment Fund Industry and Regulations presented as part of the BLG Investment Management Group CLE program.
  • "The Board's Risk Oversight Role in M&A and Take-overs," Federated Press, 3rd Board Risk Management Course, Toronto, April 2010.
  • "Fundamentals of Governance Law and Practice in the Public Sector" Workshop, Canadian Institute Conference on "Crown Corporate Governance," Ottawa, January 2010.
  • "Governance and Risk management:  Best Practices in Not-For-Profit and Crown Organizations," CSCS Annual Corporate Governance Conference, St. John's, Newfoundland and Labrador, August 2009.
  • "The Board's Risk Oversight Role in M&A and Take-overs," Federated Press, 2nd Board Risk Management Course, Toronto, June 2009.
  • "Canadian Securities Administrators' Proposed New Governance Regulations (NP58-201)" Seminar, 2009.
  • "Shareholder Meeting Preparedness and Proxy Battles," Seminar, April 2009.
  • "Recent Developments in Corporate Law," ICSA Chartered Secretaries Canada Symposium on "Good Governance Practices: Risk, Uncertainty and Effective Governance," Toronto, December 2008.
  • Co-Editor, What Directors Need to Know: Corporate Governance Participants' Study Guide, Directors' Education and Accreditation Program of ICSA, Chartered Secretaries Canada, 2008.

Rankings & Recognitions

  • Recognized in the 2019 edition (and since 2015) of Best Lawyers in Canada® (Securities Law).
  • Recognized as a leading Canadian lawyer in the 2015 Lexpert®/Report on Business Special Edition on Global Mining.
  • Recognized in the 2018 edition (and since 2013) of The Canadian Legal Lexpert® Directory (Investment Funds and Asset Management, Private Equity).