Stephen J. Kelly
Senior Partner
Norton Rose Fulbright Canada LLP
Related services and key industries
Biography
Stephen Kelly practises corporate and securities law, with particular emphasis on corporate finance and mergers and acquisitions. He regularly acts for large public companies, underwriters and investors in public offerings, including initial public offerings, bought-deal transactions and cross-border offerings as well as private placement transactions.
Mr. Kelly frequently advises on public and private mergers and acquisitions both nationally and internationally and has advised numerous boards of directors and independent committees in the context of M&A, compliance, corporate investigations and governance matters generally. He also advises clients on corporate reorganizations, continuous disclosure obligations, corporate governance matters, preparing shareholders’ meetings and other ongoing securities law questions.
Mr. Kelly also sits on our national management committee.
Professional experience
-Alle schließenLL.B./B.C.L., McGill University, 1998
B.A., Carleton University, 1994
- Quebec 1999
Mr. Kelly has acted recently in the following matters:
Corporate Finance
- CAE, Coveo, AtkinsRéalis and many other public companies in public equity and debt offerings (including IPOs and cross-border MJDS offerings), private placements and substantial issuer bids
- Power Corporation and Power Financial Corporation, Boralex, Dollarama, Savaria and many other public companies, for the underwriting group, in numerous public equity and debt offerings and private placements
Mergers & Acquisitions
- CAE Inc. in numerous strategic M&A transactions in Canada and internationally
- Canadian National Railway in its proposed acquisition of Kansas City Southern for US$33.6 billion and subsequent shareholder activism campaign
- AtkinsRéalis in separate acquisitions of Kentz Corporation and Atkins, each publicly listed corporations in the UK, its sale of a 10.01% stake in 407 ETR to CPPIB for approximately $3.25 billion, its sale of Altalink to Berkshire Hathaway for approximately $3.1 billion, the sale of its global oil & gas business and numerous other transactions
- Aimia in the sale of its Aeroplan business to Air Canada and subsequent shareholder activism campaign
Special Committee Expertise
Mr. Kelly is regularly called upon to act for special and independent board committees of public companies in the context of M&A and other strategic and sensitive matters (including complex corporate investigations). The following sets out certain select matters in this area.
- Cogeco Communications for the special committee of the board in the targeted share buyback from CDPQ and exit of Rogers from its equity position in the company
- Alimentation Couche Tard and CGI for the special committee of the board in targeted share buybacks from certain related parties
- Velan Inc. for the special committee of the board in the proposed sale of Velan to Floweserve for approximately $330 million
- Garda Inc. for the special committee of the board in the sale of Garda to Stephan Cretier and Apax Capital Partners for $1.1 billion
- Best Lawyers in Canada: Securities Law, 2023-2025; Corporate Law, 2024-2025; Corporate Governance Practice, Mergers and Acquisitions Law, 2025
- Chambers Canada, Quebec: Corporate/Commercial, Chambers and Partners, 2016-2025
- Lexpert/American Lawyer Guide to the Leading 500 Lawyers in Canada: Corporate Commercial Law; Corporate Finance & Securities, Mergers & Acquisitions, 2021-2024
- Canadian Legal Lexpert Directory, 2012-2024: recommended in Corporate Commercial Law; Corporate Finance & Securities; 2023-2024: recommended in Mergers & Acquisitions
- Lexpert Special Edition: Finance and M&A, 2023-2024: Leading Lawyer in Finance and M&A
- International Financial Law Review 1000, Canada: Capital Markets: equity; Mergers and acquisitions (Highly Regarded), 2016-2023
- Thomson Reuters Stand-out Lawyers, 2022-2023
- Acritas Stars 2019-2021 – Designated as an "Independently rated lawyer"
- The Legal 500 Canada, 2016: Corporate/Commercial (Quebec)
- Lexpert, 2007: ranked as one of the “Top 40 Lawyers Under 40 in Canada” and “20 Canadian Corporate Lawyers to Watch”
- Canadian Bar Association
- Director, St. Mary's Hospital Foundation and Fundraising Chair of the St. Mary's Ball for 2019 and 2020
- Starlight Foundation, Annual Wine Auction, Fundraising Committee
- McGill University Faculty of Law, Alumni Fundraising Committee Member
- United Way of Montreal, Major Donors Cabinet