“Canada's regulations and standards make the region attractive for activist campaigns. Canada is particularly attractive for smaller activist funds which have recently enjoyed a great deal of success targeting smaller material focused companies.”

Jay Frankl, Senior Managing Director

Country:
Canada

Country: Canada

Average % of insider ownership:

2.90
Activism Threat Level: 9.5

To learn more about this country, please click on the tabs below


With a regulatory environment that is viewed as more activist-friendly than the United States, Canada is the second most likely jurisdiction for activism and has increasingly attracted investments from its southern neighbor. The country largely boasts investment opportunities within the mining and energy sectors and as such has seen environmental activism significantly increase over the last few years.

In addition, Canada’s pension funds have changed their conservative ways, becoming increasingly involved in corporate governance and say-on-pay proposals.

The recent movement to support gender diversity has also resulted in increased awareness of female representation on boards of directors.

Shareholders must disclose a press release and warning report, upon acquiring 10 percent or more of an outstanding class of shares within two business days; additional disclosure is required when adding 2 percent to the ownership above.

Like the United States, Canadian regulations allow for looser 13G-type disclosure when an investor does not intend to influence the strategic direction of the company.

Uniquely, Canada offers what is known as the “oppression remedy”, which entitles the court to enforce a breach of fiduciary duty from the board. Actions may include awarding damages, transaction review, or calling a special meeting.

Exemptions available to activist investors include “15 of fewer”, which allows for solicitation of up to 15 shareholders and the ability to publicly broadcast their campaign.

The proxy solicitation rules in Canada are highly technical, can vary by jurisdiction and are a common subject of litigation in contentious activism campaigns.

Few corporate defense options are available to Canadian companies. One such example is that shareholders vote annually on all directors and this permits the full board to be removed in one voting period.


Top Campaigns by Type

1. Gain Board Representation
2. Remuneration
3. Lack of/Inaccurate information from Company

Campaigns By Year

Total
Campaigns

355

Notable Invested Activists

Mouvement d’éducation et de défense des actionnaires (MÉDAC)
West Face Capital
Pershing Square Capital Management

Recent activism campaigns

SunOpta Inc.
VS.
West Face Capital
Bombardier Inc
VS.
British Columbia Investment Management Corporation
Valeant Pharmaceuticals International, Inc.
VS.
Pershing Square Capital Management

Total Active
Campaigns

21

Contact FTI Consulting

Geoff Serednesky

Capital Markets Research and Activist Engagement
Managing Director
+1 312 861 4721
Geoff.Serednesky@FTIConsulting.com

Bryan Armstrong

Americas Head of Capital Markets Communications
Senior Managing Director
+1 (312) 553 6707
Bryan.Armstrong@fticonsulting.com