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Nicolas provides our clients with agile, detailed and ­driven solutions for mergers, acquisitions, securities, private and transactions.

Private and public choose Nicolas to advise on their sales and purchases – in Canada and abroad – as well as financing and restructuring transactions. He also advises issuers, investment dealers and private and institutional on public offerings, private placements and other equity Nicolas Morin and transactions. Partner Clients turn to Nicolas for his technical skills and practical advice in securities, financings, mergers & acquisitions and general corporate matters. Public Office companies and institutional investors also routinely consult him about their Montréal disclosure requirements and matters.

Tel Nicolas is co­lecturer in Securities Regulation at McGill University’s Faculty of 514.841.6572 Law and is the President of the Securities and M&A Committee of the Canadian Bar Association, Québec Branch. He also volunteers his time as a mentor to Email young entrepreneurs through Fondation Montréal inc. [email protected] REPRESENTATIVE WORK Expertise Capital Markets & Securities Scotiabank and Echelon Capital Markets Mergers & Acquisitions Acted for a syndicate of underwriters co­led by Scotiabank and Echelon Capital Markets in mdf commerce inc.'s of $67.8 million in Venture Capital and Growth Companies subscription receipts in the context of mdf's acquisition of Periscope Intermediate for a purchase price of approximately US$207.3 Bar Admissions million. Québec, 2005 Canadian Net Real Estate Investment Acted for Canadian Net Real Estate Investment Trust in its $20­million public offering, after full exercise of the underwriters' over­allotment option.

Caisse de dépôt et placement du Québec; CDP Financial Inc. Acted for Caisse de dépôt et placement du Québec (Caisse) and CDP Financial Inc. in CDP Financial's inaugural issuance of green bonds totalling US$1.0 billion under its US$20­billion senior notes program guaranteed by Caisse.

iNovia Capital Inc. Acted for iNovia Capital Inc. in connection with Canadian travel startup Hopper Inc.'s US$170­million Series F financing round with Capital One, GS Growth, iNovia Capital Inc., WestCap Group and Citi Ventures.

Desjardins Securities Inc. Acted for a syndicate of underwriters, co­led by Desjardins Securities Inc. and RBC Dominion Securities Inc., in connection with Goodfood Market Corp.'s $60­ million bought deal public offering of common shares.

Certain shareholders of Mason Graphite Acted for Mr. Fahad Al­Tamimi and other concerned shareholders of Mason Nicolas Morin | Lawyer Profile Graphite Inc. in their successful efforts to replace the board of Mason with a new1 of 3 slate of directors to maximize the 's opportunities and enhance shareholder value.

Fronsac Real Estate Investment Trust Acted for Fronsac Real Estate Investment Trust in its $17.2­million public offering, including the full exercise of the over­allotment option by the agents, and in its concurrent of $6 million in principal amount of 6% convertible unsecured subordinated due November 23, 2025, for total gross proceeds of $23.3 million.

Stifel Nicolaus Canada Inc. Acted for a syndicate of underwriters co­led by Stifel Nicolaus Canada Inc., Desjardins Securities Inc. and Echelon Wealth Partners Inc. in mdf commerce inc.'s $47.8­million bought deal public offering of common shares including the full exercise of the over­allotment option by the underwriters.

Desjardins Securities Inc. Acted for a syndicate of underwriters co­led by Desjardins Securities Inc. and Stifel Nicolaus Canada Inc. in Goodfood Market Corp.'s $40­million bought deal public offering of common shares including the full exercise of the over­allotment option by the underwriters.

Reitmans (Canada) Limited Acting for Reitmans (Canada) Limited, a TSX­listed clothing retailer with approximately 600 stores across Canada operating under five different banners (Reitmans, Penningtons, Addition Elle, Thyme Maternity and RW&CO), in its restructuring under the Companies' Creditors Arrangement Act.

RECOGNITIONS

The Canadian Legal Lexpert Directory—Corporate ; Corporate and Securities;

The Best Lawyers in Canada—Mergers and Acquisitions Law; Securities Law

INSIGHTS

Canadian Securities Regulators Adopt Harmonized Rules to Promote Access to Capital for Startups Sept. 21, 2021

Québec’s Securities Tribunal Prevents Group Mach from Blocking Transat A.T./Air Canada Deal Aug. 14, 2019

Barreau du Québec, seminar, “Les développements récents en droit des affaires : Tout ce que vous avez toujours voulu savoir sur la dispense d’émetteur fermé sans jamais oser le demander”; Montréal, Québec Oct. 20, 2017

Condotels and Other Real Estate Projects such as Timeshares Targeted by Draft Regulation of the Autorité des marchés financiers (AMF) Dec. 02, 2016

Let’s Meet Halfway: CSA Adopts Amendments to Streamline Venture Issuers’ Disclosure Apr. 15, 2015

Canadian Regulators Adopt Changes to the Exempt Market Regime Feb. 20, 2015

EDUCATION

Dalhousie University, JD, 2005 Université Laval, LLB, 2003 Université de Montréal, BA (Political Science), 1999

PROFESSIONAL AFFILIATIONS

Canadian Bar Association

COMMUNITY INVOLVEMENT

Canadian Bar Association ‒ Québec Branch, Securities and Mergers & Acquisitions Committee, president Fondation Montréal inc.

TEACHING ENGAGEMENTS

Nicolas is a co­lecturer in Securities Regulation at McGill University’s Faculty of Law. Nicolas provides our clients with agile, detailed and business­driven solutions for mergers, acquisitions, securities, private equity and venture capital transactions.

Private and public companies choose Nicolas to advise on their sales and purchases – in Canada and abroad – as well as financing and restructuring transactions. He also advises issuers, investment dealers and private and institutional investors on public offerings, private placements and other equity and debt transactions.

Clients turn to Nicolas for his technical skills and practical advice in securities, financings, mergers & acquisitions and general corporate matters. Public companies and institutional investors also routinely consult him about their disclosure requirements and corporate governance matters.

Nicolas is co­lecturer in Securities Regulation at McGill University’s Faculty of Law and is the President of the Securities and M&A Committee of the Canadian Bar Association, Québec Branch. He also volunteers his time as a mentor to young entrepreneurs through Fondation Montréal inc.

REPRESENTATIVE WORK

Scotiabank and Echelon Capital Markets Acted for a syndicate of underwriters co­led by Scotiabank and Echelon Capital Markets in mdf commerce inc.'s bought deal public offering of $67.8 million in subscription receipts in the context of mdf's acquisition of Periscope Intermediate Corporation for a purchase price of approximately US$207.3 million.

Canadian Net Real Estate Investment Trust Acted for Canadian Net Real Estate Investment Trust in its $20­million public offering, after full exercise of the underwriters' over­allotment option.

Caisse de dépôt et placement du Québec; CDP Financial Inc. Acted for Caisse de dépôt et placement du Québec (Caisse) and CDP Financial Inc. in CDP Financial's inaugural issuance of green bonds totalling US$1.0 billion under its US$20­billion senior notes program guaranteed by Caisse.

iNovia Capital Inc. Acted for iNovia Capital Inc. in connection with Canadian travel startup Hopper Inc.'s US$170­million Series F financing round with Capital One, GS Growth, iNovia Capital Inc., WestCap Group and Citi Ventures.

Desjardins Securities Inc. Acted for a syndicate of underwriters, co­led by Desjardins Securities Inc. and RBC Dominion Securities Inc., in connection with Goodfood Market Corp.'s $60­ million bought deal public offering of common shares.

Nicolas Morin Certain shareholders of Mason Graphite Partner Acted for Mr. Fahad Al­Tamimi and other concerned shareholders of Mason Graphite Inc. in their successful efforts to replace the board of Mason with a new Office slate of directors to maximize the company's opportunities and enhance Montréal shareholder value. Fronsac Real Estate Investment Trust Tel 514.841.6572 Acted for Fronsac Real Estate Investment Trust in its $17.2­million public offering, including the full exercise of the over­allotment option by the agents, and Email in its concurrent private placement of $6 million in principal amount of 6% [email protected] convertible unsecured subordinated debentures due November 23, 2025, for total gross proceeds of $23.3 million.

Stifel Nicolaus Canada Inc. Acted for a syndicate of underwriters co­led by Stifel Nicolaus Canada Inc., Desjardins Securities Inc. and Echelon Wealth Partners Inc. in mdf commerce inc.'s $47.8­million bought deal public offering of common shares including the full exercise of the over­allotment option by the underwriters.

Desjardins Securities Inc. Acted for a syndicate of underwriters co­led by Desjardins Securities Inc. and Stifel Nicolaus Canada Inc. in Goodfood Market Corp.'s $40­million bought deal public offering of common shares including the full exercise of the over­allotment option by the underwriters.

Reitmans (Canada) Limited Acting for Reitmans (Canada) Limited, a TSX­listed clothing retailer with approximately 600 stores across Canada operating under five different banners (Reitmans, Penningtons, Addition Elle, Thyme Maternity and RW&CO), in its restructuring under the Companies' Creditors Arrangement Act.

RECOGNITIONS

The Canadian Legal Lexpert Directory—Corporate Commercial Law; and Securities; Mergers and Acquisitions

The Best Lawyers in Canada—Mergers and Acquisitions Law; Securities Law

INSIGHTS

Canadian Securities Regulators Adopt Harmonized Crowdfunding Rules to Promote Access to Capital for Startups Sept. 21, 2021

Québec’s Securities Tribunal Prevents Group Mach from Blocking Transat A.T./Air Canada Deal Aug. 14, 2019

Barreau du Québec, seminar, “Les développements récents en droit des affaires : Tout ce que vous avez toujours voulu savoir sur la dispense d’émetteur fermé sans jamais oser le demander”; Montréal, Québec Oct. 20, 2017

Condotels and Other Real Estate Projects such as Timeshares Targeted by Draft Regulation of the Autorité des marchés financiers (AMF) Dec. 02, 2016 Nicolas Morin | Lawyer Profile 2 of 3 Let’s Meet Halfway: CSA Adopts Amendments to Streamline Venture Issuers’ Disclosure Apr. 15, 2015

Canadian Regulators Adopt Changes to the Exempt Market Regime Feb. 20, 2015

EDUCATION

Dalhousie University, JD, 2005 Université Laval, LLB, 2003 Université de Montréal, BA (Political Science), 1999

PROFESSIONAL AFFILIATIONS

Canadian Bar Association

COMMUNITY INVOLVEMENT

Canadian Bar Association ‒ Québec Branch, Securities and Mergers & Acquisitions Committee, president Fondation Montréal inc.

TEACHING ENGAGEMENTS

Nicolas is a co­lecturer in Securities Regulation at McGill University’s Faculty of Law. Nicolas provides our clients with agile, detailed and business­driven solutions for mergers, acquisitions, securities, private equity and venture capital transactions.

Private and public companies choose Nicolas to advise on their sales and purchases – in Canada and abroad – as well as financing and restructuring transactions. He also advises issuers, investment dealers and private and institutional investors on public offerings, private placements and other equity and debt transactions.

Clients turn to Nicolas for his technical skills and practical advice in securities, financings, mergers & acquisitions and general corporate matters. Public companies and institutional investors also routinely consult him about their disclosure requirements and corporate governance matters.

Nicolas is co­lecturer in Securities Regulation at McGill University’s Faculty of Law and is the President of the Securities and M&A Committee of the Canadian Bar Association, Québec Branch. He also volunteers his time as a mentor to young entrepreneurs through Fondation Montréal inc.

REPRESENTATIVE WORK

Scotiabank and Echelon Capital Markets Acted for a syndicate of underwriters co­led by Scotiabank and Echelon Capital Markets in mdf commerce inc.'s bought deal public offering of $67.8 million in subscription receipts in the context of mdf's acquisition of Periscope Intermediate Corporation for a purchase price of approximately US$207.3 million.

Canadian Net Real Estate Investment Trust Acted for Canadian Net Real Estate Investment Trust in its $20­million public offering, after full exercise of the underwriters' over­allotment option.

Caisse de dépôt et placement du Québec; CDP Financial Inc. Acted for Caisse de dépôt et placement du Québec (Caisse) and CDP Financial Inc. in CDP Financial's inaugural issuance of green bonds totalling US$1.0 billion under its US$20­billion senior notes program guaranteed by Caisse.

iNovia Capital Inc. Acted for iNovia Capital Inc. in connection with Canadian travel startup Hopper Inc.'s US$170­million Series F financing round with Capital One, GS Growth, iNovia Capital Inc., WestCap Group and Citi Ventures.

Desjardins Securities Inc. Acted for a syndicate of underwriters, co­led by Desjardins Securities Inc. and RBC Dominion Securities Inc., in connection with Goodfood Market Corp.'s $60­ million bought deal public offering of common shares.

Certain shareholders of Mason Graphite Acted for Mr. Fahad Al­Tamimi and other concerned shareholders of Mason Graphite Inc. in their successful efforts to replace the board of Mason with a new slate of directors to maximize the company's opportunities and enhance shareholder value.

Fronsac Real Estate Investment Trust Acted for Fronsac Real Estate Investment Trust in its $17.2­million public offering, including the full exercise of the over­allotment option by the agents, and in its concurrent private placement of $6 million in principal amount of 6% convertible unsecured subordinated debentures due November 23, 2025, for total gross proceeds of $23.3 million.

Stifel Nicolaus Canada Inc. Acted for a syndicate of underwriters co­led by Stifel Nicolaus Canada Inc., Desjardins Securities Inc. and Echelon Wealth Partners Inc. in mdf commerce inc.'s $47.8­million bought deal public offering of common shares including the full exercise of the over­allotment option by the underwriters.

Desjardins Securities Inc. Acted for a syndicate of underwriters co­led by Desjardins Securities Inc. and Stifel Nicolaus Canada Inc. in Goodfood Market Corp.'s $40­million bought deal public offering of common shares including the full exercise of the over­allotment option by the underwriters.

Reitmans (Canada) Limited Acting for Reitmans (Canada) Limited, a TSX­listed clothing retailer with approximately 600 stores across Canada operating under five different banners (Reitmans, Penningtons, Addition Elle, Thyme Maternity and RW&CO), in its restructuring under the Companies' Creditors Arrangement Act.

RECOGNITIONS

The Canadian Legal Lexpert Directory—Corporate Commercial Law; Corporate Finance and Securities; Mergers and Acquisitions

The Best Lawyers in Canada—Mergers and Acquisitions Law; Securities Law

INSIGHTS

Canadian Securities Regulators Adopt Harmonized Crowdfunding Rules to Promote Access to Capital for Startups Sept. 21, 2021

Québec’s Securities Tribunal Prevents Group Mach from Blocking Transat A.T./Air Canada Deal Aug. 14, 2019

Barreau du Québec, seminar, “Les développements récents en droit des affaires : Tout ce que vous avez toujours voulu savoir sur la dispense d’émetteur fermé sans jamais oser le demander”; Montréal, Québec Oct. 20, 2017

Condotels and Other Real Estate Projects such as Timeshares Targeted by Draft Nicolas Morin Regulation of the Autorité des marchés financiers (AMF) Partner Dec. 02, 2016 Let’s Meet Halfway: CSA Adopts Amendments to Streamline Venture Issuers’ Office Disclosure Montréal Apr. 15, 2015

Tel Canadian Regulators Adopt Changes to the Exempt Market Regime 514.841.6572 Feb. 20, 2015

Email EDUCATION [email protected] Dalhousie University, JD, 2005 Université Laval, LLB, 2003 Université de Montréal, BA (Political Science), 1999

PROFESSIONAL AFFILIATIONS

Canadian Bar Association

COMMUNITY INVOLVEMENT

Canadian Bar Association ‒ Québec Branch, Securities and Mergers & Acquisitions Committee, president Fondation Montréal inc.

TEACHING ENGAGEMENTS

Nicolas is a co­lecturer in Securities Regulation at McGill University’s Faculty of Law.

Nicolas Morin | Lawyer Profile 3 of 3