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MERGERS & ACQUISITIONS

Calgary M&A Lawyers for Alberta's Lower Mid-Market.
Serious deals. Experienced Counsel.

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Who We Serve

Outsiders Law's M&A practice is built for Alberta's lower mid-market; private companies and owner-operated businesses navigating transactions in the $10M to $50M range.

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If you are a business owner thinking about selling, an entrepreneur looking to acquire, or a company planning a strategic transaction, you are in the right place. We understand the complexity of deals at this level, the personal stakes involved, and what it takes to get from letter of intent to closing without surprises.

Why You Need Experienced M&A Counsel

Most Alberta business owners will buy or sell a business once, maybe twice in their lifetime. The other side of your transaction has likely done this many times before.

 

Experienced M&A counsel does not just document the deal; we protect you from the risks you don't know to look for, structure the transaction to maximize your after-tax proceeds, and make sure nothing unravels at the closing table.

 

At a $10M+ purchase price, the stakes are too high for anything less.

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Outsiders Blue Compass

Exit Planning

Most business owners wait too long to start planning their exit. By the time they call a lawyer, the opportunity to maximize the value of their transaction has already been partially lost.

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A well-planned exit takes three to five years. From a tax standpoint alone, you need a minimum of two years to take full advantage of the Lifetime Capital Gains Exemption (LCGE). Buyers also pay significantly better multiples for businesses that are turnkey, growing, and well-organized.

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Outsiders Law works collaboratively with an exit planning group that walks Alberta business owners through the entire exit planning process, years before a deal happens.

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If you are thinking about selling your business someday, the best time to call us is now.

Buy-Side

Acquiring a business is one of the most significant financial decisions you will ever make. The due diligence process alone can uncover issues that change the value of a transaction entirely, and the structure of the deal determines how much of that value you actually keep.

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Outsiders Law advises Alberta buyers through every stage of the acquisition process, from initial letter of intent through due diligence, deal structuring, financing arrangements, and closing.

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We make sure you know what you are buying, what you are paying for it, and how to structure it in the most tax-efficient way possible.

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Sell-Side

Selling your business is likely the most significant financial event of your life. Getting it right means more than finding a buyer; it means understanding what your business is worth, structuring the deal to maximize your after-tax proceeds, and protecting yourself from liability long after closing.

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Outsiders Law advises Alberta sellers through every stage of the disposition process, from initial valuation considerations and deal structuring, through negotiation, due diligence, and closing.

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We make sure you get full value for what you have built, and that you are protected when the deal is done.

M&A Transaction Process

Initial Consultation and Engagement

Exit & Tax Planning

Letter of Intent and Deal Structuring

Due Diligence

Definitive Agreements & Closing

1. Initial Consultation - We start by understanding your goals, your business, and your timeline. No obligation, clear explanations of what to expect; just a straight conversation about what you are trying to achieve.

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2. Exit Planning & Tax - For sellers, early tax planning is critical. We identify opportunities to maximize your after-tax proceeds, including LCGE planning, before a deal is ever on the table.

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3. Letter of Intent & Deal Structuring - We help negotiate and finalize the LOI, structure the transaction for maximum tax efficiency, and set the commercial terms that will govern the definitive agreement.

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4. Due Diligence - We manage the due diligence process thoroughly and efficiently, identifying risks, resolving issues early, and making sure nothing surprises you at closing.

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5. Definitive Agreement & Closing - We draft, negotiate, and finalize the definitive agreement and all closing documents, coordinating every moving part to get your deal across the finish line.

Why Outsiders Law for M&A

Outsiders Law's M&A practice is built around a rare combination of experience. Sebastian brings big law-trained tax and transaction experience from over 14 years at a multinational law firm and a Big 4 accounting firm. Chace brings a perspective that few other M&A lawyers can offer; he is a lawyer and a CPA who came to law from a career in finance and audit.

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Together they bring legal, tax, financial and business experience to every transaction. That combination means your deal is not just legally sound; it is structured efficiently, financially scrutinized, and protected from risks that only someone with that depth of experience would know to look for. Also, as a business owner that has been through the M&A transaction process personally, Sebastian has a unique understanding of what it feels like to be on your side of the fence.

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We are laser focused on one thing; the right outcome for you. Not just the legal outcome, but the business outcome. That is what years of combined legal and business experience actually looks like in practice.

Meet the Team

Outsiders Law's M&A practice is led by Sebastian Elawny and Chace Stokowski, two lawyers who between them bring a rare combination of legal, tax, financial, and business experience to every transaction.

Legal Resources

Understanding the M&A process is the first step toward a successful transaction. Outsiders Law regularly publishes practical guides and articles on buying and selling businesses in Alberta, exit planning, deal structuring, and tax efficiency.

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Visit our Knowledge Centre for the latest insights from our team.

© 2025 by Outsiders Law

Calgary: 587-333-3352 | Toronto: 647-692-2214

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