Langlois acted as legal counsel to the selling shareholders of IRT Technologies (“IRT”) in connection with the sale of all their shares to UK-based ETL Systems (“ETL”), a global leader in the design and manufacture of critical components for satellite communications infrastructure.

The Langlois team provided end-to-end legal support throughout the transaction, drawing on its deep expertise in mergers and acquisitions, business succession planning, corporate law, and tax law.

The core M&A team included Félix Bernard, Olivier Scheffer, Delphine Grou, Catherine Vaillancourt, and Cassidy Milroy. Tax matters for the sellers were handled by Bruno Racine, Lucas Richard-Gérard, and Noémie Tanguay-Verreault.

Founded in 2011 and headquartered in Montréal, IRT Technologies is a privately held Canadian company known for its advanced RF system design and manufacturing capabilities for satellite applications. The company specializes in real-time digital communication solutions for voice, data, and multimedia, serving the growing demands of the global telecommunications industry with innovative, high-quality products entirely designed and built in Canada.

Read ETL Systems’ official announcement

 

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Mélissa Rina Shriqui
T +1 438 844 7800
M +1 514 951 0553

Members of our mergers and acquisitions group are currently engaged in a major cross-border transaction between France and Québec, with the deal expected to close in the summer of 2025. As the Canadian legal advisor to Alvest Group (“Alvest”), Langlois is playing a key role in facilitating the majority stake acquisition by PAI Partners, a prominent private equity firm based in France. The completion of this transaction will result in PAI Partners replacing the Caisse de dépôt et placement du Québec (CDPQ) as a shareholder in Alvest, a French company that is a global leader in the design, assembly, distribution, and after-sales service of ground support equipment for the aerospace industry. Alvest operates in Canada through its subsidiaries Alvest Equipment Services (Canada) in Alberta, Sage Parts Canada in Ontario, and TLD Canada in Québec. This transaction showcases Langlois’ extensive knowledge and expertise in navigating complex transactions between France and Québec, forged over 30 years of strengthening robust business ties between these regions. Our deep experience has established us as a trusted leader, earning us an exceptional reputation in France.

Read the official announcement from PAI Partners

The M&A team overseeing this transaction is also drawing on the expertise of several Langlois colleagues in areas such as commercial and corporate law, privacy protection, intellectual property, pension plans, as well as employment law and labour relations.

Félix Bernard and Philippe Blais are leading the team and overseeing the corporate law aspects of the transaction. Several other professionals from the firm provided invaluable support, lending their expertise across various areas of the deal, including Cassidy Milroy, Antoine Rancourt, Ilona Bois-Drivet, Yann Canneva, Eric Alexandre Guimond, Tina Hobday, and Emmanuelle Atongfor.

 

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Mélissa Rina Shriqui
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We are proud to announce the successful financial closing of the recapitalization, initially announced in October 2024, by the parent company of GardaWorld Security Corporation (“GardaWorld”). Since the initial signing of the documentation by the involved parties, with Langlois playing a pivotal role, our firm has continued to assist Mr. Crétier, the company’s founder, the GardaWorld senior management, Doctor No Parent Limited, and GardaWorld through each stage of the transaction, ultimately leading to the completion of this major recapitalization.

This ambitious project, which has been underway for several months, was concluded on March 5th with a final disbursement including subscriptions, financing, and share exchanges, resulting in an impressive total valuation of $14 billion. This complex recapitalization involving private share exchanges and multiple simultaneous steps is the largest of its kind in Canadian history.

Thanks to our trusted, long-standing relationship with Garda, Langlois actively contributed at every stage of the transaction, utilizing our extensive expertise to ensure a seamless closing. This achievement marks a significant milestone for our client and underscores the strength of our ongoing partnership.

Driven by our trusted relationship with GardaWorld, built over nearly 30 years since its founding, we proudly played an active role at every stage of this transaction, leveraging the extensive expertise of our professionals to ensure a successful closing, one that represents a game changer for our clients.

Read the official GardaWorld press release about the closing: GardaWorld Announces Financial Closing of Historic C$14 Billion Recapitalization Transaction

Under the leadership of Pierre-Hubert Séguin, the team behind this landmark transaction included members from our mergers and acquisitions, capital markets, commercial and corporate law, and tax groups. Additionally, the team leveraged the expertise of other firm members with specialized knowledge in areas relevant to the transaction.

Éric Archambault (capital markets), Sarah Ettedgui (mergers and acquisitions), Bruno Racine (tax law), Angela Kosciuk (financing), François-Alexandre Marois (mergers and acquisitions), Miriam Robitaille (mergers and acquisitions), Félix Bernard (mergers and acquisitions), Angelica Clément (capital markets), Yixiao Zheng (mergers and acquisitions), Michael Corriveau (corporate and commercial law), Étienne Lacoursière (corporate and commercial law), Celya Belayadi (tax law), Lucas Richard-Gérard (tax law),  Anne-Laure Damhet (corporate and commercial law), Juliane Simon (corporate and commercial law), Noémie Tanguay-Verreault (tax law), Vincent Tremblay (mergers and acquisition), Yann Canneva (intellectual property), Marc-Alexandre Hudon (regulatory approval), Antoine Brylowski (litigation), Eric Alexandre Guimond (labour and employment law), as well as paralegals Naya Hachem and Cassidy Milroy.

Congratulations to all our colleagues who worked so diligently to ensure the success of this groundbreaking transaction.

Information:
Mélissa Rina Shriqui
T +1 438 844 7800
M +1 514 951 0553

After several years of economic instability, positive trends began to emerge in 2024. As moderate economic recovery slowly set in, stabilizing interest rates contributed to slowing inflation. Though the economic situation is still fragile, our Corporate & Commercial Law group handled a wide range of transactions throughout the year. From small and medium-sized enterprises to multinational corporations, we covered every area of the market, sometimes conducting transactions worth several billion dollars. Our team has continued to grow, leveraging its agility and expertise to support clients through numerous strategic operations. Some of these were very sophisticated owing to their multijurisdictional and multidisciplinary nature. Our experienced team applied its in-depth knowledge, best-in-class service, and decisive ability to predict market trends to meet our clients’ legal and business needs, offering them clear and personalized advice, and helping them adapt easily to various regulatory changes.

In 2024, our transactions totalled over C$21 billion in value, a glowing testament to our team’s talent and expertise. Among our crowning achievements of the year was playing a key role in the largest recapitalization of a private company in Canadian history, valued at over C$13.5 billion. Here are some of our standout transactions in the fields of capital markets, mergers and acquisitions, real estate, the commercial sector, and business takeovers.

Capital Markets

  • Assisted the Garda World Security Corporation management team in amending its credit agreement to extend the maturity date from 2026 to 2029 and to increase its Term Loan B by US$200 million to US$2.327 billion. This amendment was entered into with a syndicate of North American lenders led among others by New York City-based JPMorgan Chase Bank, N.A.
  • Assisted Garda World Security Corporation with the private placement of US$550 million aggregate principal amount of senior notes. The 8.25% senior notes, due in 2032, were distributed by a syndicate of underwriters and joint bookrunner managers, including BofA Securities, Inc., TD Securities (USA) LLC, J.P. Morgan Securities LLC, RBC Capital Markets, LLC, Scotia Capital (USA) Inc., and UBS Securities LLC.
  • Advised LSL Pharma Group Inc., a Canadian integrated pharmaceutical company listed on the TSX Venture Exchange, during its most recent series of combined financings, which involved a private placement of units and the settlement of debts in units, which company insiders participated in. The total amount of the financings was initially announced at C$8 million but increased to C$10.2 million upon the closing of the second and final tranche of the financing.
  • Represented Garda World Security Corporation in a North American private placement of senior unsecured notes due in 2032 in an aggregate principal amount of US$1 billion at a rate of 8.375%, and in the finalization of its redemption of senior unsecured notes due in 2027 with an outstanding principal amount of US$604.4 million.
  • Advised Citadelle, Maple Syrup Producers’ Cooperative on two debt financing arrangements granted by the Fédération des caisses Desjardins du Québec and Farm Credit Canada.
  • Assisted Garda World Security Corporation throughout its efforts to reduce the interest rates for its Term Loan B of US$2.315 billion by 0.75% per year. This contractual amendment was entered into with a syndicate of North American lenders led by New York City-based JPMorgan Chase Bank, N.A.
  • Represented the Fédération des caisses Desjardins du Québec in relation to debt financing worth C$28.65 million for IngeniArts Technologies inc.

Mergers & Acquisitions

  • Acted as legal counsel to Garda World Security Corporation, Doctor No Parent Limited, and Stéphan Crétier, Founder, Chairman, President, and CEO of Garda World, in their binding agreement with BC Partners and various financial investors, including HPS Investment Partners who is leading a group of minority investors, to acquire a portion of the shares held by BC Partners. This complex multijurisdictional transaction was assessed at over C$13.5 billion— the largest recapitalization in Canadian history.
  • Assisted the multinational Garda World Security Corporation in signing an amalgamation agreement and a shareholder agreement regarding the acquisition of Stealth Monitoring, a leading North American provider of cutting-edge fixed and mobile video surveillance solutions, for C$737.5 million.
  • Assisted the shareholders of Entreprises Marchand & Frères in selling their shares to VINCI Construction.
  • Advised Victoriaville & Co. inc., one of the largest manufacturers of wooden caskets and distributors of funeral products in North America, in its acquisition of certain assets of U.S.-based Haven Line Industries.
  • Assisted a company specializing in the development, operation, and maintenance of renewable power plants with the sale of its assets and of a portfolio of Québec-based projects for a total value of C$5 million.
  • Assisted Crisis24 Group in its acquisition of OnSolve LLC, a leading U.S.-based provider of critical event management and mass communication services, for a consideration of over C$410 million, in collaboration with legal advisors from different jurisdictions, including in the United States and India.
  • Advised the largest provider of industrial process automation solutions in eastern Canada in acquiring a renowned distributor of industrial pumps.
  • Assisted Environmental 360 Solutions Ltd., a leading environmental management company, in various business acquisitions in Québec, including Entreprise location toilettes chimiques Aiken Inc., Service Cité Propre Inc., H2O Traitements Industriels Inc., and MDR Traitements Industriels Inc.
  • Assisted Softway Medical Solutions Inc. in its acquisition from Logiciels Purkinje Inc. of contracts to provide electronic medical record software to two Québec hospitals.
  • Advised Sesami Cash Management Technologies Corporation, a global cash management platform, in its acquisition of Consillion Group, an independent global provider of cash management solutions with offices in Australia, New Zealand, Singapore, and the United Kingdom, for C$37.5 million.
  • Represented Go HR Inc. in its acquisition of all shares of 360 Humanify Management Inc., a recruitment and consulting agency.

Real Estate

  • Assisted a Montréal real estate developer in implementing a legal structure and contracts relating to the construction of 240 social housing units for a total value of C$52 million.
  • Assisted a port authority in securing surface and emphyteutic rights with respect to port facilities for a total value of C$8 million.
  • Assisted Développement Marais inc. in establishing its legal structure and acquiring 145,000 commercial square feet in the Québec City region for C$9.5 million.
  • Advised the owners of Hôtel Rimouski in negotiations with the City of Rimouski relative to a series of transactions to add rooms to the hotel, expand the Centre de Congrès, and to open a Loto-Québec gaming room.
  • Assisted the owner of an industrial plant in the sale of said plant in the Delson region for C$9.5 million, including initial tax planning.

Commercial Sector

  • Assisted a leading global business in the food, restaurant, butchery, and nutrition industry in merging two of its previously acquired entities and refinancing debt.
  • Assisted Can-Explore inc. in negotiating and setting up distribution agreements with GapVax (United States) and CIPP Chile S.A. (South America) regarding the ZIPCAM 360, a sewer inspection tool.

Business Succession

The transactions below are just a few examples of what our team accomplished in 2024 in the area of business succession.

  • Represented Mr. Keven Rodrigue in acquiring all shares of Fortin Steel.
  • Assisted with every step of the family takeover of Québec City-based Brûlerie Rousseau inc.
  • Advised a group of shareholders regarding the sale of their machining company, for C$13.5 million, to an external buyer, including the initial reorganization and the sale of all issued and outstanding shares.
  • Represented Mr. Gabriel Langlois in his acquisition of all shares of a dental clinic.

 

Information :
Mélissa Rina Shriqui
T +1 438 844 7800
M +1 514 951 0553

GardaWorld Security Corporation has announced the completion of two significant financial transactions: the issuance of senior unsecured notes due in 2032 in an aggregate principal amount of US$1 billion at a rate of 8.375% due in 2032, as well as the redemption of senior unsecured notes due in 2027 with an outstanding principal amount of US$604.4 million.

Langlois is proud to have once again acted as the Canadian legal counsel to GardaWorld in connection with the closing of its large-scale North American private placement and the finalization of the redemption of its existing notes. The notes were distributed by a syndicate of underwriters and joint bookrunner managers, namely BofA Securities, Inc., Barclays Capital Inc., J.P. Morgan Securities LLC, UBS Securities LLC, RBC Capital Markets, LLC, Scotia Capital (USA) Inc., TD Securities (USA) LLC, ATB Securities Inc., BC Partners LLC and Jefferies LLC.

Faced with an extremely tight deadline and a volatile financial market, our team of skilled professionals was able to meet the demands of the underwriters and trustees, to successfully close the two transactions. Experience and efficiency were critical to the execution of these complex undertakings.

Led by Pierre-Hubert Séguin, a team comprising members of our Capital Market group worked on all legal facets, including securities, corporate law, and tax. The team on this deal, included Éric Archambault, François-Alexandre Marois, Sarah Ettedgui, Sylvain Aird, Angelica Clément, and Yixiao Zheng, as well as paralegal Naya Hachem. The team all benefited from the expertise of colleagues Bruno Racine, who handled the tax elements, as well as Michael Corriveau and Delphine Grou, who handled the corporate law aspects.

GardaWorld is a global leader in security services, integrated risk management, and cash management with more than 132,000 professionals worldwide. Langlois has proudly served as lead counsel for GardaWorld since its inception.

Read the GardaWorld press releases

 

Information:
Mélissa Rina Shriqui
T +1 438 844-7800
M +1 514 951 0553

We are proud to have served as legal counsel to Garda World Security Corporation (“Garda World”), Doctor No Parent Limited, and Stephan Crétier, Founder, Chairman, President and CEO of Garda World, in their binding agreement with BC Partners and various financial investors, including HPS Investment Partners who is leading a group of minority investors, to acquire a portion of the shares held by BC Partners. This landmark private share exchange, valued at over C$13.5 billion, stands as the largest of its kind in Canadian history. Upon closing, Mr. Crétier and a select group of Garda World’s management team will hold a majority equity in the company.

Read the full press release

Over the past several months, a dedicated team of skilled lawyers and legal professionals from Langlois, bringing expertise from diverse practice areas, has been instrumental in successfully closing this sophisticated, multifaceted transaction. The complexity of this transaction was heightened by its multi-jurisdictional scope, requiring close coordination across various legal frameworks and regulatory environments.

Members of our Mergers and Acquisitions, Capital Markets and Corporate and Commercial groups led this effort. Leveraging their in-depth expertise, they judiciously addressed trading and compliance requirements, developed sophisticated transaction strategies, structured and implemented the necessary tax structure, and participated in comprehensive negotiations.

The closing of this groundbreaking transaction underscores the remarkable depth, skill and specialized expertise of our various teams in managing complex transactions.

Headed by Pierre-Hubert Séguin, the team responsible for this historic transaction drew on the expertise of the following professionals:

Éric Archambault (capital markets), Sarah Ettedgui (mergers and acquisitions), Miriam Robitaille (mergers and acquisitions), Bruno Racine (tax law), François-Alexandre Marois (mergers and acquisitions), Félix Bernard (mergers and acquisitions), Sylvain Aird (capital markets), Angelica Clément (capital markets), Michael Corriveau (corporate and commercial law), Étienne Lacoursière (corporate and commercial law), Angela Kosciuk (financing), Anne-Laure Damhet (corporate and commercial law), Juliane Simon (corporate and commercial law), Yixiao Zheng (mergers and acquisitions), Vincent Tremblay (mergers and acquisition), Celya Belayadi (tax law), Lucas Richard-Gérard (tax law), Yann Canneva (intellectual property), Marc-Alexandre Hudon (regulatory approval), Antoine Brylowski (litigation), Eric Alexandre Guimond (labour and employment law), as well as paralegals Naya Hachem and Cassidy Milroy.

Congratulations to all our colleagues who worked so diligently to ensure the success of this transaction.

Information:
Mélissa Rina Shriqui
T +1 438 844 7800
M +1 514 951 0553