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About Matthew

Matthew is co-head of the Corporate Governance practice in Toronto. He represents clients in a wide variety of capital markets transactions and securities regulatory matters.

Matthew has acted for issuers and underwriters in initial public offerings and other Canadian and cross-border public offerings of equity and debt. He also has expertise in advising public issuers and their boards on various matters, including with respect to governance, compensation and disclosure; dual-class share structures; related-party and other conflict of interest transactions; voluntary and involuntary executive and board succession; and cyberattacks, insider trading and other sensitive incidents.

Matthew is a member of the Ontario Securities Commission Securities Advisory Committee and former member of the Ontario Securities Commission Continuous Disclosure Advisory Committee.

Select Experience

Representative transactions include advising:

Initial Public Offerings

  • D2L Inc. on its C$150-million initial public offering of subordinate voting shares on the Toronto Stock Exchange

  • Spin Master Corp. on its C$253-million initial public offering of subordinate voting shares on the Toronto Stock Exchange (and subsequent prospectus offerings)

  • Underwriters on a US$151-million initial public offering of subordinate voting shares by Shopify Inc. on the Toronto Stock Exchange and New York Stock Exchange (and subsequent prospectus offerings)

  • Starlight Investments on the initial public offering of C$430-million of trust units of Northview Canadian High Yield Residential Fund on the Toronto Stock Exchange

  • Private equity owners on a C$230-million initial public offering of common shares by Stelco Holdings Inc. on the Toronto Stock Exchange (and subsequent prospectus offerings)

  • Flagship Communities REIT on its US$94-million initial public offering of trust units on the Toronto Stock Exchange (and subsequent prospectus offerings)

  • Underwriters on a C$230-million initial public offering of trust units by Minto Apartment REIT on the Toronto Stock Exchange (and subsequent prospectus offerings

  • Starlight U.S. Multi-Family Core Fund family of funds on nine initial public offerings of an aggregate of US$789-million of limited partnership and trust units on the TSX Venture Exchange

  • Anthem Citizen Real Estate Development Trust on its C$82-million initial public offering of trust units

Other REIT / REOC Public Offerings

  • WPT Industrial REIT on offerings of US$614-million of trust units and subscription receipts

  • H&R REIT and H&R Finance Trust in connection with many offerings of stapled units, convertible debentures and senior unsecured debentures

  • Primaris Real Estate Investment Trust in connection with its C$500-million private placement of senior unsecured debentures

  • Underwriters on an offering of C$251-million of trust units of Boardwalk REIT

  • Underwriters on offerings of C$888-million of subscription receipts, trust units and debentures of Sienna Senior Living Inc.

Other Prospectus Offerings

  • Celestica Inc. on secondary offerings of US$289-million of subordinate voting shares

  • The Descartes Systems Group Inc. on offerings of US$392-million of common shares

Other Strategic Transactions

  • Northview Fund on its recapitalization transaction and transformation into Northview Residential REIT

  • Power Financial Corporation on its C$1.65-billion repurchase and cancellation of common shares pursuant to a substantial issuer bid and its tendering into Great-West Lifeco Inc.'s C$2-billion substantial issuer bid, and Power Corporation of Canada on its C$1.35-billion repurchase and cancellation of subordinate voting shares pursuant to a substantial issuer bid and its tendering of common shares into Power Financial Corporation’s substantial issuer bid

  • Starlight U.S. Multi-Family Core Fund family of funds in connection with their securityholder and court-approved arrangement transaction to create the C$1.4-billion Starlight U.S. Multi-Family (No. 5) Core Fund

  • Celestica Inc. on its US$350-million and US$175-million issuer bid repurchases and cancellation of subordinate voting shares

Awards & Recognition

Matthew is ranked as a leading lawyer in the following publications:

  • The Best Lawyers in Canada 2025 (Corporate Governance Practice)

  • Chambers Canada: Canada's Leading Lawyers for Business – 2018–2025 (REITs)

  • Thomson Reuters Stand-out Lawyers – Independently Rated Lawyers – 2016–2024 (As nominated by senior in-house counsel)

  • The Canadian Legal Lexpert Directory 2024 (Repeatedly Recommended – Corporate Finance & Securities)

  • The Legal 500 Canada 2022 (Capital Markets)

Professional Activities

Matthew is a member of the Ontario Securities Commission Securities Advisory Committee and was previously a member of the Ontario Securities Commission Continuous Disclosure Advisory Committee (2016–2024).

Publications
Professional Appearances
  • Contributor : Board Oversight of Social Issues
    Institute of Corporate Directors, Toronto, Ontario, May 30, 2023.
  • Contributor : Board Oversight of Social Issues
    Institute of Corporate Directors, Toronto, Ontario, March 30, 2023.
  • Panellist : Managing Enterprise Risk: Spotlight on Directors’ and Officers’ Liability
    Business Class Seminar, December 2017.
Education

Admitted to the Ontario Bar – 2005
JD, University of Toronto – 2004
MBA, University of Toronto – 2004
BComm (Hon.), Queen's University – 2000

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