Overview
Sara has a business law practice focusing on private mergers and acquisitions and general corporate and commercial matters. She has considerable experience in domestic, international, and cross-border transactions across a wide array of industries. Sara advises both buyers and sellers in M&A and private equity deals, and has represented clients at all stages of development, from start-ups to international private and public companies.
In addition to her private mergers and acquisitions practice, Sara also acts as underwriting counsel to global insurance companies in connection with the issuance of representations and warranties insurance policies.
Key Services:
Mergers and Acquisitions: Sara routinely advises sellers, domestic and international private equity funds, and strategic acquirers on complex mergers and acquisitions. She has a deep understanding of the challenges faced by parties in the M&A context, and is adept at both identifying and solving the unique issues that arise in deals, and providing needed practical and commercial advice to her clients. Sara has a particular specialization in transactions involving representations and warranties insurance.
R&W Insurance: Sara regularly advises insurers through the underwriting process in connection with issuing representations and warranties insurance policies. Sara is a leading advisor to insurers in the transaction risk space in Canada, having assisted insurers in underwriting hundreds of deals.
Sara routinely writes and speaks at various conferences, particularly on topics related to transaction risk insurance and the impacts to the indemnification waterfall in an insured deal.
Sara was the recipient of a Canadian Institutes of Health Research (CIHR) Training Fellowship in Health Law & Policy and, early in her career, took a year-long leave of absence from practice to study the legal, ethical and policy challenges presented by rapidly evolving changes in healthcare. She was previously an instructor of healthcare law to master’s students at the Department of Health Administration at Dalhousie University’s Faculty of Graduate Studies.
Professional achievements & leadership
- Vice-Chair, Canadian Bar Association, Health Law Section, Nova Scotia Branch, 2009 – 2010
- Recipient of Canadian Institutes of Health Research Training Fellowship in Health Law & Policy, 2007
Notable matters
- Counsel to SpryPoint Inc. in connection with strategic investment from Norwest
- Counsel to Pure Flavor® in connection with its acquisition of Cervini Farms C5 facility
- Counsel to Environmental 360 Solutions Inc. in connection with the acquisition of a majority interest by BlackRock Alternatives
- Counsel to Altus Group Limited in connection with its acquisition of Rethink Solutions Inc.
- Counsel to a Canadian environmental and industrial services company in connection with its acquisition of an abatement, remediation and demolition services company
- Counsel to Concept Store Fixtures International Inc. in connection with its recapitalization by CIBC and BDG & Partners Financial Corporation
- Counsel to a large Ontario automotive dealership group in a transaction involving the divestiture by Mercedes-Benz Canada of its Toronto Retail Group dealerships
- Counsel to Robertet in connection with its acquisition of Ecom Food Industries
- Counsel to a winery and vineyard in Niagara in connection with its sale to a TSXV wine production and distribution company
- Counsel to a Canadian craft cider brand in connection with its sale to a TSXV wine production and distribution company
- Counsel to a large Canadian retail business in connection with its acquisition of a leading global brand in sportswear and workwear for $C985
- International counsel to a global batteries manufacturer in its US$2 billion acquisition of a global battery business
- Counsel to a global specialist HIV company in connection with its $1.45+ billion strategic acquisition of certain worldwide development and discovery stage HIV assets
- Counsel to a major pharmaceutical company in Canada in connection with its parent’s global strategic divestment of its $16 billion oncology business
- Counsel to a major pharmaceutical company in Canada in connection with its parent’s global strategic acquisition of $4.25 billion vaccine assets
- Counsel to a global steel and mining company in its agreement to sell to a consortium of investors a 15% interest in its wholly-owned subsidiary for $1.1 billion
Thought leadership
Speaking Engagements
- Panelist, “Identifying Privacy and Cyber Risks in M&A Transactions”, IAPP Canada Privacy Symposium 2023, May 25-26, 2023
- Speaker, “The Interplay of Reps and Warranties and Indemnification Provisions in M&A”, Law Society of Ontario’s Business Law Refresher 2023, April 28, 2023
- Panelist, “Transaction Liability Insurance: It’s About a lot More than the Money”, Canadian Tax Foundation 74th Annual Tax Conference (2022), November 28, 2022
- Co-instructor, “Contractual Risk Transfer in Canada”, Risk and Insurance Management Society, Virtual Workshop, November 17 – 18, 2020
- Speaker, “Representation and Warranty Insurance Policies in M&A Transactions”, LSO 10th Annual Business Law Summit, November 16, 2020
Publications
- Co-Author, “Transaction Liability Insurance: It’s About a lot More than the Money”, Canadian Tax Foundation, November 2022
- Co-Author, “Managing cybersecurity in M&A transactions: How to mitigate risk through due diligence”, Lexology, September 30, 2022
- Co-Author, “M&A and cybersecurity – top nine ways to mitigate risk through due diligence”, Lexology, October 28, 2020
- Author, “COVID-19 issues in private M&A: What we are seeing”, Lexology, April 24, 2020
- Author, “The impact of COVID-19 on representations and warranties insurance”, Lexology, March 27, 2020
Community involvement
- Admissions Committee Alumni member, Schulich Law School, Dalhousie University, 2007 – present
- Bide Awhile Animal Shelter, Halifax, Nova Scotia, 2009 – 2010
Professional memberships
- Canadian Bar Association
- Law Society of Ontario
- Nova Scotia Barristers Society
Bar admissions & education
- Ontario Bar, 2011
- Nova Scotia Bar, 2008
- LL.M., Schulich School of Law, Dalhousie University, 2007
- LL.B., Schulich School of Law, Dalhousie University, 2006
- B.A. (Hons.), Trinity College, University of Toronto, 2002
- Canadian Securities Course, Canadian Securities Institute, 2000
