Luxor Capital files proxy statement to oppose Ritchie Bros.' value-destructive merger with IAA

Goodmans LLP acted for Luxor Group Capital, LP in connection with its opposition to proposals to be presented at the upcoming special meeting of RBA shareholders relating to RBA’s proposed merger with IAA, Inc.

Luxor is a multi-billion-dollar investment manager based in New York with an extensive history of investing in global marketplaces businesses.

At the special meeting, Luxor intends to vote against the proposal to approve the issuance of RBA common shares to IAA stockholders in connection with the IAA Merger and against the proposal to adjourn the Special Meeting, if necessary or appropriate, to solicit additional proxies if there are not sufficient votes to approve the share issuance proposal.

As a cross-border proxy fight, this complex situation requires the use of both Canadian and U.S proxy rules. This is one of the only, if not the only, vote no campaign that is involving a full solicitation by one activist investor, versus a simpler vote no campaign.

"Goodmans is great to work with, distilling very complicated issues and matters to their actionable essence." — Chambers Global
Goodmans LLP continues to be a leader in the corporate and M&A space, bringing strength to advising major multinational corporates and financial institutions involved in high-value, multi-jurisdictional M&A, reorganisations and corporate governance matters. — The Legal 500 Canada
Goodmans have excellent subject matter expertise and actionable strategy and advice. They give deep confidence of their ability to capably handle complex and sophisticated matters. — Chambers Canada
The corporate and commercial team has impressive depth with experienced and highly skilled counsel at all relevant levels, from senior partner to junior associate. — Chambers Canada
The Corporate/Commercial team at Goodmans make it seem as though we are their only client. They are our go-to external corporate-commercial counsel. — Chambers Canada
Clients note, "They have a good team of very experienced lawyers who know the process, " adding, "They have a good bench strength." — Chambers Canada
Clients note, "They get our business and what we're trying to accomplish. It's not just technical advice." — Chambers Canada
One interviewee reported, "The Goodmans team as a whole is excellent," adding: "The lawyers are very responsive and get the job done. It is of great assurance to have them as our legal advisers." — Chambers Canada
One client noted, "...they handled a very complicated transaction involving many jurisdictions and did a very good job. They are always able to make comparative decisions through a relatively simple way and try to balance risk and find solutions." — Chambers Canada
Clients note, "The client service at Goodmans has always been excellent, and they are very deep from a corporate and financing perspective." — Chambers Global
Interviewees praise the firm's work on cross-border matters, saying: "The team's coordination is superb, its work ethic unparalleled and the service excellent." — Chambers Global
One client noted, "very strong legal minds, focus in on the business issues...good communicators, include my internal team as much or as little as we may want on a particular project." — IFLR1000
....punches above its weight for big-ticket M&A in Canada, recently advising on substantial transactions in mining, energy, technology and cannabis sectors. — Chambers Global
Clients commend Goodmans for being, "very entrepreneurial in their culture, in addition to being able to provide sophisticated and excellent legal assistance." — Chambers Canada

Practices

Industries

Luxor Capital files proxy statement to oppose Ritchie Bros.' value-destructive merger with IAA

Site Search

Luxor Capital files proxy statement to oppose Ritchie Bros.' value-destructive merger with IAA

Expertise

Mergers and Acquisitions

Featured Work

Octacom acquired by DCM for C$54 million

Overbay Capital Partners receives strategic investment from funds managed by Charlesbank Capital Partners

Kilmer Sports Inc. to sell 25% stake in Maple Leaf Sports & Entertainment to Rogers Communications Inc. for C$4.35 billion

Carriage Hill Properties Acquisition Corp. acquires InterRent REIT

Onex Partners and co-investors to acquire AirSprint

Hudbay Minerals acquires Arizona Sonoran