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Richard M. Kimel

Partner* Admitted to the Ontario Bar: 1997
*Practising as a professional corporation

Richard is a creative and results-driven well-established corporate finance lawyer. Both domestically and internationally, Richard brings his business knowledge to the forefront of each deal. His ability to remain even keeled in any situation makes him a dependable partner for his clients and his colleagues. Richard guides clients from formation to raising capital to going public and then on an ongoing basis, and has developed many long-standing relationships as a result.

Richard is a member of the firm's Capital Markets, Corporate/Commercial, Mergers & Acquisitions/Private Equity Groups. He is also Chair of the firm's Capital Pool Company/Reverse Takeover Group.

Richard has extensive experience in mergers and acquisitions (cross-border and domestic) of both public and private corporations, public offerings (both initial and secondary), private placement financings (including debt and equity offerings), the formation and completion of qualifying transactions for companies established under the TSX Venture Exchange Capital Pool Company (CPC) Program, corporate governance and ongoing general corporate and commercial activities.

Richard advises a wide range of domestic and international clients with a particular focus on the United States, South America, Europe and Africa. He acts as corporate counsel for numerous companies listed on the Toronto Stock Exchange and the TSX Venture Exchange. In addition, Richard serves as a director or officer for a number of his publicly-listed clients.

Richard has been with Aird & Berlis since his call to the bar in 1997. He is a member of the firm's Executive Committee.

Awards & Recognition

  • Recognized in The Canadian Legal Lexpert Directory as a leading lawyer in the area of Corporate Mid-Market
  • Listed in the Lexpert Leading Canadian Lawyers in Global Mining Special Edition

Professional Involvement

Memberships

  • Canada's Venture Capital & Private Equity Association (CVCA)

Teaching Engagements

  • Former Course Instructor/Adjunct Faculty for Osgoode Hall Law School

Representative Matters

Recent Transactions

Represented: International Cannabis Corp in a $13 million brokered private placement and subsequent qualifying transaction with Shogun Capital Corp., a capital pool company.

Represented: Transeastern Power Trust (TSXV: TEP.un and TEP.db) on its acquisition of two photovoltaic solar power production plants in Romania for a gross purchase price of over $40 million and concurrent debt and equity financings valued at over $18 million.

Represented: Galane Gold Ltd. (TSXV: GG), a gold producer and explorer with mining operations and exploration tenements in Botswana and South Africa, in connection with its acquisition of Galaxy Gold Mining Limited, a gold mining company with operations in the Mpumalanga Province of South Africa.

Represented: Feronia Inc. (TSXV: FRN), a large-scale commercial farmland and plantation operator in the Democratic Republic of the Congo, in connection with its recent US$9.18M private placement led by CDC Group plc, the UK Government’s Development Finance Institution.

Represented: Chrysalis Capital IX Corporation, a capital pool company, in connection with its Qualifying Transaction, being the business combination with Inspira Financial Inc. (TSXV: LND).

Represented: LL Capital Corp., a capital pool company, in connection with its Qualifying Transaction, being the business combination with Syncordia Technologies and Healthcare Solutions, Corp. (TSXV: SYN).

Represented: Spectra7 Microsystems Inc., a high performance consumer connectivity company, in connection with its private placements of special warrants and subsequent qualification of the underlying units by way of short form prospectus.

Represented: CB Leaseco Holdings Inc., the vendor, in connection with the sale of Blue Chip Leasing Corporation and EcoHome Financial Inc. to Chesswood Group Limited for an aggregate purchase price of $6 million.

Represented: LVS Inc. and its founder in the completion of the sale of all of the outstanding shares to Avante Logixx Inc. (TSXV: XX).

 

Represented: Feronia Inc. (TSXV: FRN), a large-scale commercial farmland and plantation operator in the Democratic Republic of the Congo, in connection with its recent US$7.15M private placement led by CDC Group plc, the UK Government’s Development Finance Institution.

Represented: Transeastern Power Trust (TSXV: TEP.un and TEP.db) on its initial public offering of units and convertible unsecured subordinate debentures for aggregate gross proceeds of approximately $23 million.

Represented: Haggar Clothing Co. in its acquisition of Tribal Sportswear from Kilmer Capital Fund L.P.

Represented: Feronia Inc. (TSXV: FRN), a large-scale commercial farmland and plantation operator in the Democratic Republic of the Congo, in connection with its recent US$25M private placement led by CDC Group plc, the UK Government’s Development Finance Institution.

Represented: Cytochroma Canada Inc. in its sale of its assets and undertaking to OPKO Health, Inc. (NYSE: OPK), a multi-national biopharmaceutical and diagnostics company.

Represented: Chrysalis Capital VIII Corporation (TSXV: ETE), a capital pool company, in connection with its Qualifying Transaction, being the business combination with Fresco Microchip Inc. and RedMere Technologies Ltd., to form Spectra7 Microsystems Inc. (TSXV: SEV).

Represented: Alexander Nubia International Inc. (TSXV: AAN), a Canadian mineral exploration and development company focused on advancing exploration projects in the Eastern Desert of Egypt, in connection with its prospectus offering of common shares.

Represented: Carlaw Capital IV Inc. (TSXV: CLW), a capital pool company, in connection with its initial public offering.

Represented: Chrysalis Capital VI Corporation (TSXV: CPC), a capital pool company, in connection with its Qualifying Transaction, being the business combination with Exclamation Investments Inc. (TSXV: XI).

Represented: Chrysalis Capital VII Corporation (TSXV: SEV), a capital pool company, in connection with its Qualifying Transaction, being the business combination with Alexander Nubia Inc. (TSXV: AAN).

Represented: Cytochroma Canada Inc., a clinical stage speciality pharmaceutical company, in connection with its subordinated note financings.

Represented: Exclamation Investments Corporation (TSXV: XI), an innovative business creator, in connection with its private placement of common shares.

Represented: Feronia CI Inc., a large-scale commercial agricultural company in the Democratic Republic of the Congo, in a brokered private placement of subscription receipts.

Represented: Feronia Inc. (TSXV: FRN), a large-scale commercial agricultural company in the Democratic Republic of the Congo, in connection with its reverse takeover and initial listing on the TSX Venture Exchange.

Represented: Feronia Inc. (TSXV: FRN), a large-scale commercial agricultural company in the Democratic Republic of the Congo, in connection with its prospectus offering of common shares and its brokered private placement of convertible debentures and common shares.

Represented: Galane Gold Ltd. (TSXV: GG), a gold producer and explorer with mining operations and exploration tenements in Botswana, in connection with its acquisition of Gallery Gold Pty Ltd. from IAMGOLD Corporation, its concurrent financing and its Qualifying Transaction, being the business combination with Carlaw Capital III Corp. (TSXV: CW).

Represented: The K2 Principal Fund L.P. in connection with its offerings of limited partnership units and in connection with its various equity and debt investments.

Represented: Lazard Global Convertible Bond Fund in connection with its initial public offering of units.

Represented: Natrix Separations Inc., a leading supplier of high performance, single use and multi-cycle disposable chromatography products to the life science, food, beverage and water markets, in connection with its convertible debenture and preferred share financings.

Represented: ProntoForms Corporation (formerly TrueContext Mobile Solutions Corporation) (TSXV: TMN), a mobile data solutions company, in connection with its private placements of units.

Prior Transactions

Mergers and Acquisitions

Represented: Adobe Systems Incorporated (Nasdaq: ADBE) in connection with its acquisition of Accelio Corporation (TSX: LIO / Nasdaq: ACLO).

Represented: Allied Research International Inc. in connection with its sale to Contract Research Solutions, Inc.

Represented: BCY LifeSciences Inc. (TSXV: BCY) in connection with the sale of a majority interest in BCY to Western Life Sciences Fund, L.P.

Represented: Carlaw Capital Corp. (TSXV: CLW) in connection with its Qualifying Transaction, being the business combination with Nyah Resources Inc. (TSXV: NRU).

Represented: Carlaw Capital II Corp. (TSXV: CAW) in connection with its Qualifying Transaction, being the business combination with True Context Mobile Solutions Inc. (TSXV: TMN).

Represented: Chrysalis Capital II Corporation (TSXV: CHP) with its Qualifying Transaction, being the business combination with Tangarine Concepts Corp.

Represented: Chrysalis Capital IV Corporation (TSXV: CHP) and Homeland Energy Group Ltd. (TSX: HEG) in connection with their business combination and subsequent listing on the Toronto Stock Exchange.

Represented: Cytochroma Inc. in connection with its acquisition of Proventiv Therapeutics, LLC.

Represented: E-Film Medical Inc. and its shareholders in connection with the sale of E-Film to Merge Technologies, Inc. (Nasdaq: MRGE).

Represented: Elitra Pharmaceuticals Inc. in connection with its acquisition of Mycota BioSciences Inc.

Represented: Innova LifeSciences Corporation (TSX: IVO) in connection with its acquisitions of Attachments International, Inc. and Innova UK Limited, and its sale to Sybron Dental Specialties, Inc. (NYSE: SYD).

Represented: J.D. Edwards & Company (Nasdaq: JDEC) in connection with its acquisition of Numetrix Limited.

Represented: MetaSolv, Inc. (Nasdaq: MSLV) in connection with the acquisitions of LAT45 Information Systems Inc., Nortel Network Limited's (TSX: NT) service management and business management OSS groups and Orchestream Holdings plc.

Represented: Peregrine Systems, Inc. (Nasdaq: PRGN) in connection with the acquisitions of Telco Research Corporation Limited (TSX: TOR) and Loran International Technologies Inc.

Represented: Pet Life Foods, Inc. and Dad's Products Company, Inc. in connection with the acquisition of certain assets of Gaines Pet Foods Corp.

Represented: Photon Dynamics, Inc. (Nasdaq: PHTN) in connection with the acquisition of Image Processing Systems Inc. (TSX: IPV).

Represented: Resolution Pharmaceuticals Inc. in connection with the sale of all of Resolution's assets to Bracco Holding BV.

Represented: Roche Bay plc in connection with its joint venture with Advanced Explorations Inc. (TSXV: AXI).

Represented: Sitraka Inc. and its shareholders in connection with the sale of its Mobility Division to Everypath, Inc. and in connection with the sale of Sitraka to Quest Software, Inc. (Nasdaq: QSFT).

Represented: The VenGrowth Investment Fund Inc. and The Vengrowth II Investment Fund Inc. in connection with their acquisition of assets of Mobile Computing Corporation (TSX: MCC).

Represented: Wind River Systems, Inc. (Nasdaq: WIND) in connection with the acquisition of AudeSi Technologies Inc.

Public Offerings, Private Placements and Venture Capital Financings

Represented: BCY LifeSciences Inc. (TSXV: BCY) in connection with its special warrant, unit and common share private placements and public offerings.

Represented: Carlaw Capital Corp. (TSXV: CLW), Carlaw Capital II Corp. (TSXV: CAW) and Carlaw Capital III Corp. (TSXV: CW) in connection with their initial public offerings.

Represented: Chrysalis Capital II Corporation (TSXV: CHC), Chrysalis Capital IV Corporation (TSXV: CHP) Chrysalis Capital VI Corporation (TSXV: CPC), and Chrysalis Capital VII Corporation (TSXV:SEV) in connection with their initial public offerings.

Represented: Cimtek Automation Systems Inc. in connection with its common share financings with certain Canadian venture capitalists.

Represented: Innova LifeSciences Corporation (TSX: IVO) in connection with its special warrant, unit, debenture and common share private placements and public offerings.

Represented: Longview Solutions Inc. in connection with its preferred share and common share financings with certain Canadian and U.S. venture capitalists.

Represented: MedcomSoft Inc. (TSX: MSF) in connection with its equity and debt private placements, public offerings and rights offering.

Represented: PreMD Inc. (TSX: PMD) in connection with its special warrant, unit, common share and convertible debenture offerings.

Represented: RBC Capital Partners in connection with various equity investments.

Represented: Resolution Pharmaceuticals Inc. in connection with its debenture financings with certain Canadian venture capitalists.

Represented: Salix Pharmaceuticals, Ltd. (Nasdaq: SLXP) in connection with its common share private placements and public offerings.

Represented: Trillium Therapeutics Inc. in connection with its preferred share financings.

Represented: The VenGrowth Advanced Life Sciences Fund Inc. in connection with its investment in Kadmus Pharmaceuticals.

Represented: The VenGrowth Traditional Industries Fund Inc. in connection with its debt and equity investments in Great Lakes Fish Corporation, Launch Pad Marketing Inc., McCowan Manufacturing Ltd. and Numatech Industries Inc.

Represented: ViOptix Canada Inc. in connection with its preferred share financing. 

Represented: Xceed Molecular Corporation in connection with its convertible debenture financings.

Selected Publications

Contributing editor, O'Brien's Encyclopedia of Forms, Canada Law Book

"New Developments for 2005 Shareholders' Meetings," Aird & Berlis LLP Securities Law Alert, Winter 2005

"Amendments to National Instrument 55-101 Insider Reporting Exemptions," Aird & Berlis LLP Securities Law Newsletter, Fall 2005

Education

  • LLB, University of Toronto, 1995
  • Honours Business Administration, Ivey Business School, University of Western Ontario, 1989