Peter Simeon Co-Leader, Cannabis Group


Speaks:  English

Year of Call: 2002 - Ontario

Primary phone: +1 416-862-4448

Fax: +1 416-862-7661

Email: peter.simeon@gowlingwlg.com

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Primary office:  Toronto




Peter Simeon

Peter Simeon is an experienced corporate commercial and securities lawyer. As a partner in Gowling WLG's Toronto office, Peter focuses his practice on corporate finance, mergers and acquisitions, and structured products.

Working closely with issuers, underwriters, and other corporate clients, Peter delivers practical, effective advice to help businesses move their transactions forward. He has acted for clients across a range of industries, such as cannabis, mining, and technology. His experience includes:

  • Public offerings, including initial public offerings (IPOs)
  • Private placements
  • Reverse takeovers and qualifying transactions
  • Bought deal financings
  • Secondary offerings
  • Share and asset purchase transactions

In addition to his work in private practice, Peter is also an experienced in-house lawyer. He spent several years as corporate counsel at a multinational technology company, and completed a secondment at the Ontario Securities Commission in its Market Regulation Group.

In 2019, Peter was named one of Canada's "Top 25 Most Influential Lawyers" by Canadian Lawyer.

Career & Recognition

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Memberships

  • Canada's Venture Capital and Private Equity Association
  • Canadian Bar Association
  • Law Society of Ontario
  • Prospectors and Developers Association of Canada

Representative Work

  • Counsel to electric motorcycle manufacturer Damon Motors Inc. with respect to its proposed reverse merger and NASDAQ listing [Announced October 2023]
  • Counsel to Cybin Inc. with respect to its acquisition of Small Pharma Inc. by way of a plan of arrangement under the Business Corporations Act (British Columbia), creating an international clinical-stage leader in novel psychedelic therapeutics [October 2023]
  • Counsel to Tevva, a pioneer in electric medium- and heavy-duty commercial vehicles, on its proposed cross-border merger with ElectraMeccanica, by way of a court-approved plan of arrangement under the Business Corporations Act (British Columbia), in order to create a market leader in zero-emission commercial vehicles to be listed on the Nasdaq exchange [Announced August 2023]
  • Counsel to Emerita Resources Corp. with respect to its $8 million private placement offering of units which was completed pursuant to the listed issuer financing exemption under Part 5A of NI 45-106 [June 2023]
  • Canadian counsel to Above Food Corp., a vertically integrated, plant-based ingredient and food company dedicated to regenerative agriculture and sustainable food technologies, with respect to its NYSE listing through a de-spac business combination with Bite Acquisition Corp., which values Above Food at a pro forma enterprise value of approximately US$319 million (approximately Cdn$430 million) [Announced May 2023]
  • Counsel to Hercules Silver Corp. with respect to a brokered private placement offering of units of the company, including proceeds from the full exercise of the agents' option [April 2023]
  • Counsel to 1402105 B.C. Ltd. dba BeeImmune, a company that produces and sells branded bee pollen, with respect to its business combination with Plantfuel Life Inc., pursuant to which PlantFuel acquired all of the issued and outstanding shares of BeeImmune [April 2023]
  • Counsel to US Critical Metals Corp. with respect to a brokered and concurrent non-brokered private placement of units of the company [April 2023]
  • Counsel to Khiron Life Sciences Corp., a leading global medical cannabis company, with respect to its marketed public offering of units, including the exercise in full of the over-allotment option [April 2023]
  • Counsel to a CSE-listed international medical cannabis issuer with respect to a non-brokered private offering of units pursuant to the listed issuer financing exemption under Part 5A of National Instrument 45-106 – Prospectus Exemptions (LIFE Offering) and a concurrent non-brokered, insider-led private placement of units [February 2023]
  • Counsel to Franchise Global Health Inc., a multi-national operator in the medical cannabis and pharmaceutical industry, with respect to its acquisition by Flora Growth Corp., by way of a statutory plan of arrangement under the Business Corporations Act (British Columbia) [December 2022]
  • Counsel to IM Cannabis Corp., a leading medical and adult-use recreational cannabis company with operations in Israel, Canada, and Germany, with respect to its non-brokered private placement of common shares [October 2022]
  • Counsel to Khiron Life Sciences Corp., a leader in medical cannabis throughout Europe and Latin America, with respect to its acquisition of PharmaDrug Production GmbH, a manufacturer and wholesaler of medicinal products and active pharmaceutical ingredients in Germany [August 2022]
  • Counsel to Khiron Life Sciences Corp. with respect to its underwritten overnight public offering of units, including the exercise in full of the over-allotment option [June 2022]
  • Counsel to the vendors in the sale of CGOC Management Corp. to Plant-Based Investment Corp. [May 2022]
  • Counsel to US Critical Holdings Corp. in the acquisition of all of its issued and outstanding securities by US Critical Metals Corp. ("USCM") (formerly Holly Street Capital) in exchange for securities of USCM, constituting USCM's qualifying transaction under the policies of the TSX Venture Exchange [April 2022]
  • Counsel to Franchise Cannabis Corp. in its reverse take-over of Franchise Global Health Inc. (formerly capital pool company Mercury Acquisitions Corp.) [March 2022]
  • Canadian counsel to IM Cannabis Corp. with respect to three strategic acquisitions in Israel: 51% of the outstanding ordinary shares of Revoly Trading and Marketing Ltd., dba Vironna, all the outstanding ordinary shares of R.A. Yarok Pharm Ltd., and Rosen High Way [March 2022]
  • Counsel to Atmofizer Technologies Inc., a clean technology company focused on making air and water safer for people and the environment, on establishing its "at-the-market" equity program [February 2022]
  • Counsel to SOL Global Investments Corp. which acquired common shares in the capital of Jones Soda Co. in connection with the reverse takeover of Pinestar Gold Inc. and the listing of the common shares of Jones Soda, as the resulting issuer, on the Canadian Securities Exchange [February 2022]
  • Counsel to PlantX Life Inc. with respect to its oversubscribed non-brokered private placement of units, which included proceeds from the exercise of the company's over-allotment [February 2022]
  • Counsel to Momentous Capital Corp. with respect to its qualifying transaction with Astra Exploration Limited [January 2022]
  • Counsel to House of Lithium, a specialized investment company which targets private and public companies that are leading the way in the green revolution, which led a US$30 million Series B funding round for electric motorcycle manufacturer Damon Motors [December 2021]
  • Counsel to Vaxxinator Enterprises Inc. in a reverse takeover transaction effected by way of a "three-cornered" amalgamation involving Atmofizer Technologies Inc. (formerly Consolidated HCI Holdings Corporation), Vaxxinator and a wholly-owned subsidiary of Atmofizer under the Business Corporations Act (British Columbia) [November 2021]
  • Counsel to LibertyHill Realty Partners Inc. with respect to its first capital raise and equity investment of approximately $10.7 million to acquire and oversee the development of 70 townhomes in Vaughan, Ontario [September 2021]
  • Canadian counsel to SOL Global Investments Corp. with respect to its US$20 million investment in Common C Holdings LP, a Michigan-based, Delaware limited partnership that provides support services to state-compliant licensed cannabis operators [August 2021]
  • Canadian counsel to SOL Global Investments Corp. which participated along with other investors in a $12 million Series A funding round for CITYROW Holdings Inc., the creators of CITYROW GO, a rowing-based fitness app for smartphones or tablets [July 2021]
  • Counsel to Khiron Life Sciences Corp., a vertically integrated cannabis leader with core operations in Latin America and Europe, with respect to an overnight marketed offering of units to US institutional investors for aggregate gross proceeds to the company of approximately $12.3 million [July 2021]
  • Counsel to Sublimation Inc., an Oakland, California-based cannabis manufacturing company, with respect to its acquisition by Harborside Inc. for a total consideration of US$43.8 million [July 2021]
  • Canadian counsel to PlantX Life Inc. in the acquisition by its wholly-owned subsidiary, New Deli Hillcrest LLC, of certain assets of US-based LIV Marketplace LLC [June 2021]
  • Counsel to Coinsquare Ltd., Canada's leading digital asset trading platform, with respect to a $48.6 million sale of Coinsquare shares to Mogo Inc., increasing Mogo's ownership stake in Coinsquare from 19.9% to approximately 37% [June 2021]
  • Canadian counsel to PlantX Life Inc. in the acquisition by its wholly-owned subsidiary, PlantX Lifestyle USA Inc., of MK Cuisine Global LLC's Plant-Based Deli, LLC, in Venice Beach, California [May 2021]
  • Canadian securities counsel to PlantX Life Inc. in the acquisition by its wholly-owned subsidiary, PlantX Lifestyle USA Inc., of US-based Little West LLC [May 2021]
  • Counsel to IM Cannabis Corp., a multi-country operator ("MCO") in the medical and adult-use recreational cannabis sector with operations in Israel, Germany and Canada, with respect to its overnight marketed offering of common shares and warrants for aggregate gross proceeds of approximately US$35 million [May 2021]
  • Counsel to Momentous Capital Corp. with respect to its initial public offering of common shares [May 2021]
  • Counsel to Lobe Sciences Ltd. in the negotiation of a joint venture agreement with Virtual Psychedelics Incorporated and certain industry-leading pioneers with respect to the joint design, development and commercialization of a new psychedelic/virtual experience ("VX") pod [April 2021]
  • Counsel to Coinsquare Ltd., Canada's leading digital asset trading platform, with respect to the acquisition by Mogo Inc. of a 19.99% ownership interest in Coinsquare with rights to increase its ownership to up to 43% [April 2021]
  • Counsel to cannabis firm Bluma Wellness Inc. with respect to its US$213 million acquisition by Cresco Labs by way of a plan of arrangement under the provisions of the Business Corporations Act (British Columbia) [April 2021]
  • Counsel to Payfare Inc., a global financial technology company powering digital banking and instant payment solutions for today's gig workforce, with respect to its $75.2 million initial public offering of common shares, including proceeds from the sale of common shares issued pursuant to the full exercise of the over-allotment option granted to the underwriters [April 2021]
  • Counsel to PlantX Life Inc. with respect to its oversubscribed prospectus offering of units for gross proceeds of approximately $20 million [March 2021]
  • Counsel to CX One Inc. in a transaction whereby a wholly owned subsidiary of Bald Eagle Corp. (formerly Wolf Acquisition Corp.), Frontera Gold Inc. and CX One completed a three-cornered amalgamation, constituting Bald Eagle Corp.'s Qualifying Transaction pursuant to TSXV policies [March 2021]
  • Counsel to a syndicate of agents led by Canaccord Genuity Corp. with respect to a $40 million oversubscribed public offering of units of TAAL Distributed Information Technologies Inc., a vertically integrated, blockchain infrastructure and service provider for enterprise [March 2021]
  • Counsel to IM Cannabis Corp. ("IMC"), a multi-country operator in the medical cannabis sector, in its acquisition of Trichome Financial Corp. pursuant a plan of arrangement under the Business Corporations Act (Ontario), as a result of which IMC will enter the Canadian recreational cannabis market and establish itself as a global leader in the adult-use recreational and medical cannabis sectors [March 2021]
  • Counsel to capital pool company AF2 Capital Corp. with respect to its initial public offering of common shares and listing on the TSX Venture Exchange [March 2021]
  • Counsel to Lobe Sciences Ltd., a life sciences company focused on psychedelic medicines, on the sale to Ionic Brands Corp. of Lobe's non-core cannabis assets relating to Cowlitz County Cannabis Cultivation Inc. held by Lobe's subsidiary vendor, Green Star Biosciences Inc. [March 2021]
  • Counsel to one of the selling shareholders of Liberty Health Sciences Inc. with respect to the acquisition of all of the company's common shares by Ayr Wellness Inc., pursuant to a plan of arrangement under the provisions of the Business Corporations Act (British Columbia) [February 2021]
  • Counsel to Delta CleanTech Inc., a newly incorporated subsidiary of HTC Extraction Systems, in its acquisition of assets of the clean energy business of HTC and concurrent $7.76 million non-brokered private placement [January 2021]
  • Counsel to Above Food Corp. with respect to its upsized and oversubscribed private placement of units which raised aggregate gross proceeds of approximately $40.2 million [January 2021]
  • Counsel to PlantX Life Inc., a Canadian e-commerce company focused on the plant-based consumer product health and wellness industry, with respect to its acquisition of Score Enterprises Ltd., a privately-held company that operates the Squamish, British Columbia-based Locavore Bar & Grill and other related businesses [January 2021]
  • Counsel to PlantX Life Inc. with respect to its $11.5 million non-brokered private placement of units of the company for aggregate gross proceeds of $11.5 million co-led by Psagot Investment House Ltd., an Israeli investment firm and Israel's largest pension fund manager, and PlantX founder, Mr. Sean Dollinger [December 2020]
  • Counsel to Heavenly Rx Ltd. in the sale of its 50.1% interest in PureKana, LLC, to PureK Holdings Corp., constituting PureK's qualifying transaction [December 2020]
  • Counsel to Khiron Life Sciences Corp., a vertically integrated cannabis leader with core operations in Latin America and Europe, with respect to its "bought deal" short form prospectus offering of units, including the exercise in full of the over-allotment option, for aggregate gross proceeds of approximately $14.5 million [November 2020]Counsel to PlantX Life Inc., a Canadian e-commerce company focused on the plant-based consumer product health and wellness industry, in its £8 million acquisition of Bloomboxclub Limited, a privately-held e-commerce company based in the UK that sells and delivers indoor plants to its established wellness community via subscription service and online shop [November 2020]
  • Counsel to Vancouver-based cannabis industry company Phivida Holdings Inc. with respect to its acquisition by Choom Holdings Inc., pursuant to a court-approved plan of arrangement [September 2020]
  • Counsel to Lifted Innovations Inc. with respect to a reverse takeover and change of business of Kootenay Zinc. Corp., part of a larger business combination with Canndora Delivery Ltd., Greeny Collaboration (Canada) Inc. and Lifted, in which the resulting issuer PeakBirch Logic Inc. (CSE: PKB) will operate e-commerce stores, and provide services and related products to the cannabis industry [September 2020]
  • Counsel to SOL Global Investment Corp. in a transaction involving its portfolio company Bluma Wellness Inc. (formerly Goldstream Minerals Inc.) in its reverse takeover transaction with CannCure Investments Inc., effected by way of a "three-cornered" amalgamation involving Bluma, CannCure and a wholly-owned subsidiary of Bluma under the Business Corporations Act (Ontario) [June 2020]
  • Counsel to Frankly Inc. in its business combination with Torque Esports Corp and Winview Inc. to create Engine Media Holdings, Inc., the first public entity which offers an integrated platform dedicated to live esports, news and gaming [May 2020]
  • Canadian counsel to Starling Brands, Inc., in the sale of its wholly owned subsidiary Kase Farma Inc. to HTC Extraction Systems [January 2020]
  • Canadian counsel to HeavenlyRx Ltd., a subsidiary of SOL Global Investments Corp., in its acquisition of a majority share of one of the largest top ranked CBD companies, PureKana, LLC [December 2019]
  • Counsel to Israeli-based international medical cannabis firm I.M.C. Holdings Ltd. in connection with its reverse takeover of Navasota Resources Inc. (now IM Cannabis Corp.) and subsequent listing on the Canadian Securities Exchange [October 2019]
  • Counsel to SOL Global Investments Corp. with respect to its purchase of common shares in the capital of HeavenlyRx Ltd. for an aggregate subscription amount of approximately $23.9 million, as a result of which SOL Global now holds 44.53% of the issued and outstanding shares of the target company [July 2019]
  • Counsel to SOL Global Investments Corp. in its US$2 million capital infusion into its portfolio company CannCure Investments Inc., resulting in SOL Global owning 97.9% of CannCure [July 2019]
  • Canadian counsel to international hemp and CBD company HeavenlyRx Ltd., a portfolio company of SOL Global Investments Corp., with respect to its acquisition of a 51% interest in the shares of Tru Brands, Inc., a wellness company that is building out a suite of all-natural food products [July 2019]
  • Counsel to SOL Global Investments Corp. in its US$6.5 million capital infusion into its portfolio company CannCure Investments Inc., resulting in SOL Global owning 97.8% of CannCure [July 2019]
  • Canadian counsel to HeavenlyRx Ltd., a portfolio company of SOL Global Investments, in its acquisition of a 25% stake in Jones Soda Co. [July 2019]
  • Counsel to SOL Global Investments Corp. with respect to its $50 million private placement financing by way of the issue and sale of a senior secured non-convertible debenture to an arm's length institutional investor [July 2019]
  • Counsel to Khiron Life Sciences Corp. in its acquisition of NettaGrowth International Inc. and its wholly-owned subsidiary Dormul S.A. [June 2019]
  • Counsel to SOL Global Investments Corp. in its acquisition of common shares and common share purchase warrants of Frankly Inc., representing 16.3% of the issued and outstanding common shares of Frankly on a non-diluted basis and 22.5% of Frankly on a partially diluted basis [June 2019]
  • Counsel to Phivida Holdings Inc. a manufacturer of cannabinoid infused foods, beverages and clinical products, with respect to its $22.5 million acquisition of e-commerce technology firm Wikala.com Inc. [May 2019]
  • Counsel to Khiron Life Sciences Corp. with respect to a bought deal short form prospectus offering of common shares for aggregate gross proceeds of approximately $28.75 million [May 2019]
  • Counsel to SOL Global Investments Corp. in a US$30.06 million investment by its portfolio company, HeavenlyRx. Ltd., in Blühen Botanicals LLC, an industry-leading hemp and hemp-derived CBD biomass farming, processing, extraction and retail company headquartered in Knoxville, Tennessee [May 2019]
  • Canadian counsel to international hemp and CBD company HeavenlyRx Ltd., a portfolio company of SOL Global Investments Corp., in a non-brokered private placement financing of common shares for aggregate gross proceeds of approximately $12.6 million [April 2019]
  • Canadian counsel to SOL Global Investments Corp. in its US$41.2 million acquisition of CannCure Investments Inc., a privately-held Ontario corporation that indirectly holds 100% of 3 Boys Farms, LLC, a Florida limited liability company with a Florida state license to cultivate, process and dispense medical marijuana [April 2019]
  • Counsel to SOL Global Investments Corp. on Canadian aspects of its investment in Jones Soda Co., in which it acquired 8.19% (subsequently increased to 9.8%) of the total issued and outstanding common shares of the premium soda maker [March 2019]
  • Counsel to Khiron Life Sciences Corp. with respect to the negotiation of its joint venture agreement with Dixie Brands Inc., involving the creation of a new company 50% owned by each of the companies, to manufacture and distribute cannabis-infused products to the Latin American market [March 2019]
  • Counsel to cannabis e-commerce company Namaste Technologies Inc. in its acquisition of 49% of the common shares of Pineapple Express Delivery Inc. [March 2019]
  • Counsel to Khiron Life Sciences Corp., an integrated medical cannabis company with core operations in Colombia, with respect to a bought deal short form prospectus offering of common shares which raised aggregate gross proceeds of approximately $28.8 million, including proceeds from the exercise in full of the over-allotment option [February 2019]
  • Counsel to SOL Global Investments Corp. with respect to its investment in European Cannabis Holdings ("ECH"), bringing SOL Global's total position in ECH to approximately 19.4% of the total issued and outstanding ordinary shares of ECH [February 2019]
  • Counsel to R&D Pharma Corp., a Canadian company building a vertically integrated medical cannabis business in Jamaica, in its acquisition by Weekend Unlimited Inc. [February 2019]
  • Counsel to AF1 Capital Corp., a capital pool company, with respect to its initial public offering of common shares [January 2019]
  • Counsel to Khiron Life Sciences Corp., an integrated medical cannabis company with core operations in Colombia, with respect to its joint venture agreement with Dayacann, holder of Chile's first and only medical cannabis cultivation license [January 2019]
  • Counsel to SOL Global Investments Corp. with respect to its investment and strategic partnership with GreenLight Pharmaceuticals Ltd., a vertically-integrated medical cannabis company headquartered in Dublin, Ireland [January 2019]