They Dig Canada

Yesterday, Thomson Reuters released a report on global M&A activity since the beginning of the year. Most of the numbers were predictably gloomy: global M&A is down 40% and US M&A is down nearly 50%. In Canada, on the other hand, M&A is up 25% from last year. Pretty much the entire increase can be accounted for by the merger of Petro-Canada and Suncor. This $20 billion deal made up nearly 30% of 2009's Canadian M&A of $61 billion, but that still means Canadian M&A is flat while the rest of the world is off 40%.

My sources in Canada tell me that the M&A boom has been fueled (sorry) by a scramble to grab Canada's natural resources. The numbers bear this out. A search of the M&A database in Westlaw Business found 88 deals announced since the beginning of the year where a Canadian company was the target. 36 of those 88 were acquisitions of mining or oil & gas companies.

In 16 of those 36 deals, the acquiror was a non-Canadian entity. It has been reported that the Chinese government is implementing a "go abroad" investment strategy and in the last few days, they appear to have taken a special interest in Canada. On June 29th the Swiss-Canadian oil company Addax was acquired by Sinopec for a 47% premium over its share price. Denison Mines, meanwhile, has been fighting off rumors that it sold a control stake to Sinosteel and today CIC, the Chinese sovereign wealth fund, announced it was buying 17% of Teck Resources.

Finding International Securities Offering Documents

I searched for this on the web. I couldn't find it so ... below is a list of some of the regulators who have a disclosure-based regulatory system and instructions for finding securities offering documents filed there.

AUSTRALIA

A list of prospectuses approved by Australia's Securities and Investment Commission can be found on the OfferList . The underlying documents aren't there, but they are required to be posted on the offerors website and there's a link.

CANADA

Canada doesn't have a national securities regulator. Under a jointly-adopted rule called National Instrument 31-101 offerings are approved by the provincial securities regulator in the issuer's principal jursidiction. Disclosure documents are posted on a shared disclosure system called SEDAR

HONG KONG

The Hong Kong Securities and Futures Commission publishes this list of approved prospectuses with links to some of the underlying documents.

They also list current M&A transactions

INDIA

The Securities and Exchange Board of India has links to offering and takeover documents

EU Jurisdictions, are subject to the EU Prospectus Directive. The Prospectus Directive is similar to Canada's National Instrument 31-101 in that once the offering document has been approved by one EU regulator it is "passported" and can be used throughout the EU. Each EU country passed its own adopting rules for the Prospectus Directive so there are variations in how documents are made available.

IRELAND

Financial Services Regulatory Authority-approved prospectuses are listed here with links to the full-text offering documents.

Passported prospectuses are listed here.

LUXEMBOURG

Prospectuses are available from the Luxembourg Stock Exchange. You can search without registering, but free registration is required to open the offering documents.

Scroll down to "CONSULTATION" and look for "security search" or "issuer search."

UK

A unit of the Financial Services Authority called the UK Listing Agency maintains the list of approved prospectuses, but the list doesn't give access to the offering document.

Prospectuses for LSE-listed issues area available on the LSE market news search page. Search for headline type, "publication or prospectus." The news release will have a link to the document.

UK-Passported prospectuses are listed here.

No More GAAP in Can ada

In February, the Canadian Securities Administrators issued Concept Paper 52-402 announcing that on January 1st, 2011 Canadian issuers must stop using Canadian GAAP and switch to International Financial Reporting Standards. More recently, they issued Staff Notice 52-321 which allows issuers to voluntarily adopt IFRS before 2011.

The SEC is officially thinking about adopting IFRS. In 2007 it removed the requirement that foreign issuers using IFRS reconcile their financials to US GAAP.