Our Track Record Speaks Volumes

The former co-founder left the company back in 2019 after some disagreements about direction. Fast forward three years, and they're suddenly claiming they should own 40% of the company's main software platform.

We dug through all the founding docs, employment agreements, and email chains. Turned out there was a pretty clear IP assignment agreement they'd signed when they joined. We filed for summary judgment, presented the evidence, and the judge didn't even need to hear oral arguments - dismissed the whole thing.

The client could keep building without this threat hanging over their heads, which was huge since they were in the middle of a Series B fundraise.

This one kept us up at night for a few months. The target company had three different union agreements, two leased facilities with complicated terms, and some potential environmental liabilities from old operations.

We coordinated due diligence across multiple teams, negotiated indemnities for the environmental stuff, and worked with labour counsel to make sure the union transitions went smoothly. There were a couple times when we thought the deal might fall apart, especially when the environmental assessment came back with some surprises.

But we restructured the purchase price with an escrow arrangement and got everyone comfortable. Closed three weeks before the drop-dead date, and the integration's been going well from what we hear.

The supplier claimed they had force majeure protection because of supply chain issues during COVID. Problem was, the contract's force majeure clause was pretty narrow and didn't really cover what they were claiming.

We filed for an injunction to get them back to delivering while we sorted out the damages. During discovery, we found out they'd been diverting supplies to another customer who was paying more - definitely not force majeure.

Rather than drag it through a full trial, we negotiated a settlement where they paid our client's losses from the supply interruption and agreed to a new five-year supply agreement with better protections. Sometimes getting a good business outcome beats winning in court.

Our client had been using their trademark for about eight years with proper registration. Then this new company pops up with a name that's basically one letter different and a logo design that's suspiciously similar.

We sent a cease and desist, but they claimed they'd done a search and thought they were fine. Yeah, right. We filed in Federal Court and presented evidence of actual customer confusion - people were literally placing orders with the wrong company.

The court agreed it was clear infringement and ordered them to completely rebrand within 90 days. They also had to pay damages for lost sales and customer confusion, plus our legal fees. The client's brand integrity is protected now, which is what really mattered.

Our client owned 30% of a successful family business but was being completely frozen out after a falling out with their siblings who controlled the other 70%. No board meetings they were invited to, no financial statements provided, nothing.

Meanwhile, the majority shareholders were voting themselves six-figure salaries and bonuses but claiming the company couldn't afford dividends. We brought an oppression remedy application under the CBCA with a detailed forensic accounting report showing exactly what was going on.

The court agreed it was textbook oppression and ordered a buyout at fair value determined by an independent valuator. The valuation came in way higher than what the majority had been offering informally, so our client walked away with fair compensation and could finally move on.

The plaintiff was a VP who'd been with the company for about seven years. They were terminated for cause after multiple documented instances of misconduct - inappropriate behaviour toward staff, misuse of company resources, and failure to meet basic job requirements despite warnings.

They sued claiming it was really just a personality conflict and that the company didn't have just cause. We defended on the basis that the company had followed proper progressive discipline, documented everything, and given multiple chances for improvement.

The court reviewed all the documentation - performance reviews, warning letters, incident reports from other employees - and agreed the employer had just cause. Case dismissed. The key was that our client had done everything by the book from an HR perspective.

These two had been partners for 15 years in a consulting business that had grown really successfully. But over the last couple years, they'd developed completely different visions and the relationship had deteriorated to the point where they were basically operating as separate entities under one roof.

The partnership agreement had a buyout provision, but they couldn't agree on valuation and neither wanted to be the one bought out at what the other was offering. We proposed a court-supervised sale process where the business would be sold to a third party and proceeds divided.

The court agreed and appointed a receiver to manage the sale. Ended up with multiple offers, sold for significantly more than either partner had been valuing it at. Both walked away with a fair shake, and honestly, both are probably happier running their own shows now.

This deal had complexity written all over it. The target had development teams in three countries, customers in both Canada and the US, and their IP assignments from contractors were... let's say inconsistent.

We worked with U.S. counsel and tax advisors in both countries to structure it as a share purchase through a Delaware holding company to minimize withholding taxes. The IP audit revealed we needed to get confirmatory assignments from about a dozen contractors before closing.

Managed to track everyone down and get the paperwork signed. Also negotiated earnout provisions tied to customer retention since that was a big concern. Deal closed smoothly and the integration went better than expected - those earnout targets are actually getting hit.

The supplier wanted minimum purchases that honestly seemed unrealistic given market conditions. Our client wanted exclusivity but didn't want to be on the hook for purchases they might not be able to move.

We structured it with tiered minimums - lower in year one with ramp-ups tied to market penetration metrics. Added a mutual performance review clause at 18 months where both sides could adjust if market conditions changed dramatically. Also negotiated really strong territorial protection - not just "Canada" but specific restrictions on the supplier selling into Canada through other channels.

The kicker was getting them to agree to co-marketing commitments and funding. Both sides felt good about it, which is how these things should end. Client's now the dominant distributor for this product line in Canada.

Every time they'd bought a competitor over the past decade, they'd kept the acquired company as a separate entity. Made sense at the time but now they were maintaining seven sets of books, filing seven tax returns, paying for seven corporate registrations - you get the idea.

We worked with their tax advisors to design a reorganization using section 87 amalgamations and section 85 rollovers. Had to be really careful about timing and sequencing to avoid triggering any deemed dispositions. Also had to deal with various consents from lenders and key contracts that had change of control provisions.

Took about six months to execute but ended up with a single operating company and one holding company. Way cleaner structure, significant cost savings, and they can actually see their whole business in one place now. Their accountant sends us a Christmas card every year.