Clarke Inc. and Ravelin Properties REIT have entered into an acquisition agreement by way of a plan of arrangement under the Canada Business Corporations Act. Clarke has agreed to acquire all of the outstanding units of the REIT along with its outstanding convertible unsecured subordinate debentures.
The transaction values Ravelin at $1.1 billion, including the assumption of debt, and the pro forma combined entity at approximately $1.7 billion. The transaction is expected to close in the second quarter of 2026.
The acquisition will result in Clarke obtaining control of a diversified portfolio of commercial real estate assets across Canada, the United States and Europe. The transaction involved complex real estate-driven considerations relating to solvency, leverage and asset-level financing, and required coordination across REIT governance, property-level debt, stakeholder negotiations and court supervision, positioning it as a significant Canadian real estate acquisition and recapitalization.
Bennett Jones acted as counsel for Clarke, with a team led by Kristopher R. Hanc ( M&A), with Bronwynn Shaw, Jennifer Huang and Nadia Plawiuk ( M&A), Anu Nijhawan, Philip B. Ward, Spencer Brown, Kate Kim and Zachary Thacker (Tax), Zirjan (Zee) Derwa ( Competition/Anti-Trust), Mark Rasile ( Financial Services), Michael S. Shakra ( Restructuring & Insolvency) and Jane C. Helmstadter ( Commercial Real Estate).