Earlier today, the Canadian Competition Bureau (the "Bureau")
announced that the pre-merger notification Transaction-Size
threshold will increase from $80 million to $82 million for 2014.
The new threshold, which is revised annually and is indexed to the
growth of Canadian GDP, will come into immediate effect following
the publication of the Canada Gazette Part 1 (anticipated to occur on
January 25, 2014).
Under the Competition Act, transactions that exceed the
following thresholds generally require pre-merger notification:
"Parties-Size": where the combined Canadian assets or
revenues of the parties and their affiliates in, from or into
Canada exceed $400 million; and
"Transaction-Size": where the Canadian assets or
revenues of the target firm generated in or from Canada exceed $82
2. Investment Canada Act
The Investment Review Division recently announced that the
threshold for pre-merger review for investments involving WTO
members will increase from $344 million to $354 million for 2014.
This threshold is indexed annually to the growth in Canadian GDP.
It is expected that the new threshold will also come into effect
upon publication in the Canada Gazette Part 1 later this month.
Under the Investment Canada Act, direct investments by
WTO investors in non-cultural businesses exceeding the $354 million
threshold (based on the "book value" of the Canadian
business' assets) are subject to premerger review and approval
by the Minister Industry that the investment is of "net
benefit to Canada".
In this regard, it should be noted that the Canadian government
recently announced that the calculation of the Investment Canada
Act review threshold will be changing from "book value"
to "enterprise value" and increased to $600 million.
However, the timing for the move to the "enterprise value
threshold remains unknown and the "book value" threshold
continues to apply until this changes is effected by
Further, the "enterprise value" threshold will not
apply to investments by state-owned enterprises ("SOEs")
which will continue to be subject to the "book value"
The thresholds applicable to investments involving non-WTO
investors and investments in the cultural sector remain unchanged
at $5 million for direct investments and $50 million for indirect
For a copy of the Bureau's press release, please click here.
For a link to the Investment Review Division's threshold for
review, please click here.
The Commissioner of Competition addressed innovation, enforcement and policy initiatives at the Competition Bureau in his keynote speech, "Strengthening Competition: Innovation, Collaboration and Transparency."
Used car listing website operator CarGurus Inc.'s attempt to force rival Trader Corporation to supply it with vehicle listing data has encountered a dead end as the Competition Tribunal denied it leave to commence a private application under several provisions of the Competition Act.
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