Brett Roane

Brett brings deep experience guiding buyers, sellers, and investors through corporate transactions across industries ranging from technology and SaaS to manufacturing, food and beverage, health and wellness, medical devices, automotive, and real estate. He regularly advises boards of directors and senior management on corporate governance, regulatory compliance, and shareholder matters, and counsels clients on offerings of equity and debt as well as complex, tax-driven reorganizations in close collaboration with accountants and tax specialists.

Making equity partner at his previous firm early in his career, Brett quickly developed a reputation as a hard worker and trusted advisor for entrepreneurs, investors, foreign and domestic family offices, and growth-minded businesses. He has always believed in the power of building personal connections, and his clients consistently appreciate his responsiveness, attentive and diligent approach, and affable manner. They often remark on his ability to remain a calming presence in high-stakes situations and to strike the right balance between being resolute in advancing his clients’ interests and cordial with opposing counsel to keep transactions moving forward.

Known for combining technical precision with pragmatic business judgment, Brett brings both sophistication and approachability to his work. He regularly advises founders and start-ups (including several highly successful Y Combinator alumni), small and medium-sized enterprises (SMEs), and high-net-worth individuals on a wide range of corporate and commercial matters.

Raised in a very small rural town north of Kingston, Ontario, Brett brings a grounded perspective and small-town sincerity to a practice that spans complex corporate transactions and cross-border matters. Before co-founding R&D LLP, he was a Partner at its predecessor firm, where he began his career after articling at a mid-sized full-service firm downtown.

Sample Representative Work:

• Counsel for vendor group in connection with a $47.5MM sponsor-led majority buyout of a governmental affairs and lobbying firm.
• Acted for vendor group in connection with $18.25MM sale of property holding company.
• Represented purchaser in connection with $24MM acquisition of Ontario-based cannabis company.
• Completed a rollover under s.85(1) of the Income Tax Act (Canada) for genomics supplements company with over 60 shareholders then valued at $50MM.
• Represented a Saudi investment group with respect to equity injection into Toronto-based exempt market dealer.
• Structured and facilitated a $10MM deferred plan eligible private placement for commercial and residential property developer.
• Acted in setting up a limited partnership investment vehicle with domestic and international investors.
• Represented investor with respect to $5MM investment in technology company.
• Acted for purchaser in connection with $3.5MM acquisition of a socially responsible ridesharing and carpooling app in all-stock transaction.
• Represented cannabinoid company in connection with $17.5MM joint venture further to construction and development of cannabinoid extraction and isolation processing facility.
• Advised on and completed a tax-driven corporate reorganization including multiple estate freezes, rollovers and amalgamations, in preparation for $5MM sale of family-owned and operated technology company.

Academic Background

Brett received his Doctor of Jurisprudence (J.D.) from Queen’s University where he served as co-president of the Corporate Law Club. During law school, he spent a summer abroad at Herstmonceux Castle, East Sussex, U.K. and earned a certificate in International Business Law at the Bader International Study Centre. Prior to law school, he received his Bachelor of Arts (Philosophy) from Dalhousie University in Halifax and was the recipient of various academic awards and scholarships.

Interests

When Brett is not working, he splits his time between tennis courts, the gym, and airport departure lounges, usually with a podcast or audiobook queued up.

Professional Affiliations

Canadian Bar Association
Ontario Bar Association