Canadian Lower & Middle-Market Private Equity

Private equity built for founders, families, and the teams who actually run the business.

PrivateEquities.ca partners with profitable Canadian companies — typically $2M to $25M in EBITDA — to provide patient capital, operational depth, and a clear path to the next stage of growth. Toronto-headquartered. Pan-Canadian focus. Founder-aligned terms.

🍁 Canadian-owned & CVCA member firm ● ⭐ 4.9/5 from 47+ founders & CFOs ● 🛡️ OSC-registered Exempt Market Dealer ● 🏆 NDA-protected on request
▶ Request a Confidential Conversation Call (888) 555-0143

All conversations are non-binding, fully confidential, and protected by an NDA on request. Founder discretion is the default, not the exception.

Deal team reviewing financials around a boardroom table
$2M–$25M EBITDA range we back
60+ mid-market transactions
Aligned with the institutions Canadian dealmaking runs on CVCA OSC & AMF Schedule I Banks BDC & EDC Big Four Audit
PrivateEquities.ca operating and transaction team at work
Toronto headquarters — with sourcing and operating teams in Montréal, Vancouver, Calgary & Ottawa

Track Record at a Glance

  • 120+ years of combined PE & M&A experience on the investment team
  • 60+ mid-market transactions executed, advised, or operated through
  • 8 provinces with active deal sourcing
  • 5–8 years typical hold period
  • $2M–$25M EBITDA range we invest behind
  • $25M–$500M enterprise value range we invest behind
About PrivateEquities.ca

An independent Canadian PE firm built for the other end of the market.

PrivateEquities.ca is an independent Canadian private equity firm headquartered in Toronto, with active sourcing and portfolio teams covering Montréal, Vancouver, Calgary, Ottawa, and the U.S. Midwest. We invest in established, cash-flow-positive Canadian businesses where a thoughtful capital partner can accelerate the next decade of value creation — without forcing the founder out the door on day one.

Canadian private equity has grown into a $297B+ asset class with more than 7,300 companies backed since 2013, according to data from the Canadian Venture Capital and Private Equity Association (CVCA). Most of that capital concentrates in marquee, headline-grabbing transactions. PrivateEquities.ca was built for the other end of the market — the founder-owned manufacturer in Vaughan, the family-run distribution business in Laval, the second-generation services firm in Burnaby that has quietly compounded at 12% a year for two decades and is now asking, ‘What comes next?’

Operators and dealmakers at the same table

Our team combines former operators (CFOs, COOs, divisional presidents) with transaction professionals trained at Bay Street investment banks, Big Four corporate finance practices, and global private equity platforms. We have personally executed, advised on, or operated through more than 60 mid-market transactions across acquisitions, carve-outs, management buyouts, family transitions, and bolt-on M&A programs. We know what works because we have done it — on the operator side of the table as well as the investor side.

We are members in good standing of the Canadian Venture Capital and Private Equity Association (CVCA) and adhere to the CVCA Model Documents and code of professional conduct. Our funds are structured under Canadian limited partnership statutes, governed by Canadian securities legislation (including National Instrument 31-103 and applicable provincial securities acts), and our portfolio companies operate as Canadian corporations under the Canada Business Corporations Act (CBCA) or applicable provincial business corporations acts including the Ontario Business Corporations Act (OBCA), the Business Corporations Act (Québec), the Business Corporations Act (British Columbia), and the Business Corporations Act (Alberta).

$297B+
Canadian PE asset class
70%
Of deals keep the founder as a partner
<8%
Re-trade rate across five vintages
Why Founders Choose Us

Why founders and management teams choose PrivateEquities.ca.

There are over 340 CVCA member firms and dozens of independent buyers active in the Canadian middle market. What separates one capital partner from another is not the cheque size — it is the texture of the partnership after the wire clears. Here is what we offer that institutional buyers, strategics, and other financial sponsors often cannot match.

01

Founder-First Deal Structures

We routinely structure transactions where the founder retains 20% to 49% of the business through a meaningful rollover, sits on the board, and participates in the next exit. We will write a 100% cheque when the situation calls for it — but in 70% of our transactions, the original owner stays on as a partner with real economic upside, real governance rights, and real influence over strategy.

02

Operating Bench, Not Just Capital

Money is a commodity in Canadian private equity in 2026. Operational lift is not. Our value-creation team includes former CFOs, supply chain executives, commercial leaders, and integration specialists who roll up their sleeves on pricing analytics, ERP migrations, salesforce build-outs, geographic expansion, and bolt-on M&A — within weeks of close, not quarters.

03

Canadian Capital, Canadian Governance

We are domiciled, licensed, and regulated in Canada. Our funds are registered with the applicable provincial securities commissions. Our portfolio companies remain Canadian-headquartered, Canadian-taxed, and subject to Canadian governance norms. For founders concerned about foreign control reviews under the Investment Canada Act, or sensitive to keeping the head office, the brand, and the senior team rooted in Canada — that alignment matters.

04

Speed and Certainty of Close

We pre-qualify capital before issuing a letter of intent. Our typical timeline from signed LOI to close is 75 to 90 days for a clean lower-middle-market transaction, with no financing contingencies. We have closed deals in as few as 45 days when the situation demanded it. We do not re-trade on price after due diligence absent a material adverse discovery — and our re-trade rate over the past five vintages is under 8%.

05

Confidentiality You Can Stake Your Reputation On

Every conversation starts under a mutual NDA. We do not name targets in pitch decks. We do not leak. We do not run auctions against you. Many of our best transactions started as a quiet coffee in Yorkville or a walk along the Lachine Canal — and stayed quiet until press release day.

06

Sector Pattern Recognition

We are sector-thoughtful, not sector-rigid. We have spent meaningful time on the cap tables of Canadian businesses in HVAC services, specialty chemicals, custom manufacturing, route-based services, dental and veterinary platforms, food and beverage processing, industrial distribution, value-added logistics, B2B SaaS, and outsourced business services. That pattern recognition translates directly into faster diligence, sharper 100-day plans, and a more useful board partner from day one.

07

Trust Signals at a Glance

CVCA member firm. Registered Exempt Market Dealer with the OSC and harmonized provincial regulators. Fund administration audited annually by a Big Four accounting firm. Portfolio companies carry $5M+ commercial general liability and $10M+ Directors & Officers insurance as a baseline. ESG framework aligned to the CVCA Responsible Investment Guidelines and ILPA Principles 3.0. AML and Know-Your-Client procedures compliant with FINTRAC and PCMLTFA requirements.

What We Invest In

The transaction structures we execute for Canadian businesses.

PrivateEquities.ca writes equity cheques between $5M and $75M per platform investment, with capacity to scale through co-investment from our limited partner base — Canadian pension plans, family offices, insurance company balance sheets, and accredited Canadian investors under National Instrument 45-106. In every case the goal is the same: align incentives, accelerate value creation, and exit cleanly on a timeline that respects the underlying business.

Management team celebrating an MBO transaction
01

Management Buyouts (MBO)

Equity cheque: $5M–$50M  |  Typical EV: $25M–$200M

When the existing management team wants to acquire the business from a founder, a parent corporation, or a passive ownership group, we provide the equity capital and structuring expertise to make it happen. We typically partner with management for 30% to 60% of the post-close cap table, structure earn-outs and ratchets that reward outperformance, and arrange senior debt financing with our Canadian banking relationships (Schedule I and Schedule II banks, BDC, EDC, and specialty lenders). Management teams retain meaningful equity — usually 10% to 40% of the post-close pro forma capitalization.

Founder shaking hands on a recapitalization deal
02

Founder Recapitalizations & Family Liquidity

Equity cheque: $10M–$75M  |  Typical EV: $30M–$300M

Many of our best transactions are founder-led recaps. The founder takes meaningful chips off the table (typically 51% to 80% of the equity), de-risks the family balance sheet, and continues operating the business with the benefit of professional governance, a strategic board, and a partner who funds the next phase of growth. We are comfortable with multi-generational family dynamics, estate freezes, and the kind of nuanced tax planning that comes with selling a business you built from a single truck or a single rented office.

Founder reviewing a growth-equity analysis
03

Growth Equity for Profitable Scale-Ups

Equity cheque: $5M–$30M  |  Typical: $10M+ revenue, profitable

For founders who do not want to sell control but need capital to fund an acquisition, a geographic expansion, a major capex program, or working capital for a step-change in scale — growth equity is the right structure. We take meaningful minority stakes (typically 20% to 40%), serve on the board, and bring our value-creation playbook to bear without rewriting the cap table or the management chart.

Operations professional managing a corporate carve-out
04

Corporate Carve-Outs

Equity cheque: $10M–$75M  |  Typical EV: $30M–$400M

Public companies and large privately-held corporates regularly divest non-core divisions. These carve-outs are operationally complex — IT separation, shared services unwind, transition services agreements, ERP migration, brand rights, customer contract novation — and most generalist funds cannot move fast enough. We have a dedicated carve-out playbook and a Day 1 / Day 100 / Day 365 framework that has delivered standalone operating margins above carve-out projections in every transaction of this type we have closed.

Route-based service fleet representing a buy-and-build platform
05

Industry Roll-Ups & Buy-and-Build

Platform: $25M+ EV  |  Add-ons: $2M–$50M EV each

Many Canadian service industries are fragmented in ways that reward disciplined consolidation: HVAC, plumbing, electrical contracting, dental services organizations (DSOs), veterinary, physiotherapy, accounting, IT managed services, residential and commercial cleaning, pest control, landscaping, and waste management. We back operators who have a thesis on consolidation in their vertical, build them a war chest, professionalize the integration function, and execute 4 to 12 bolt-ons over a typical hold period.

Analyst reviewing dashboards for a special-situations investment
06

Distressed & Special Situations

Equity cheque: $5M–$40M  |  Highly situation-specific

On a selective basis we invest in businesses going through covenant pressure, restructuring, ownership transition, or operational turnaround. We do not chase liquidations. We look for businesses with a defensible core — a real customer base, a real product, a real reason to exist — that need fresh capital and fresh thinking. We have led CCAA-track transactions, share-for-debt swaps, and 363-style asset purchases.

Employee team meeting representing an ownership transition
07

ESOP & Employee Ownership Transitions

Structured case-by-case

An emerging structure in Canada is the Employee Ownership Trust (EOT), enabled by federal legislation (Bill C-59) that came into force in 2024 and provides a $10M capital gains exemption for qualifying sales to EOTs through 2026. We can structure hybrid transactions that combine our equity capital with an EOT vehicle, allowing a founder to exit with favourable tax treatment while genuinely transferring ownership to long-tenured employees. This is a specialty offering and not appropriate for every business — but where it fits, the outcomes for founders, employees, and communities are exceptional.

Value-creation team planning a 100-day program
08

Value-Creation & the 100-Day Plan

Embedded operating partners from Day 1

Every transaction comes with a 100-day plan agreed during diligence and a value-creation team that begins work within weeks of close — not quarters. Our operators concentrate on pricing analytics, ERP migrations, salesforce build-outs, geographic expansion, and bolt-on M&A. We typically unlock 200 to 500 basis points of EBITDA margin within the first 24 months without breaking what is already working, and we back the right key hires — usually a CFO upgrade or a VP of Sales — when the business needs them.

Advisors reviewing pre-process planning documents
09

Pre-Process Advisory for Future Sellers

No obligation to transact  |  24–36 months ahead

The smartest founders engage us long before a formal process. The decisions made 24 to 36 months before a sale — financial reporting hygiene, customer concentration management, KPI dashboards, key-employee retention, legal cleanup — determine whether you receive a fair-market multiple or a generational outcome. We advise on a pre-process basis, with no obligation to transact with us at the end, simply because founder relationships compound. Most of our best transactions begin two to three years before a deal materializes.

Cheque Sizes & First Steps

What an opening conversation costs you.

We write equity cheques from $5M to $75M per platform. The first conversation, however, is free — fully confidential, non-binding, and protected by an NDA on request.

Start here

The Confidential First Conversation

$0

A 30- to 60-minute call or in-person meeting with the investment team — no obligation, no name shopping, no pressure. The earliest conversations are the most valuable: most of our best transactions begin two to three years before a formal process.

Book a confidential call →

Management Buyouts

$5M–$50M

Equity capital and deal structuring for a management team acquiring the business — with management retaining 10% to 40% of the post-close cap table.

Typical EV $25M–$200M

Founder Recapitalizations

$10M–$75M

Take 51% to 80% of your equity off the table, de-risk the family balance sheet, and keep running the business with a strategic partner backing the next chapter.

Typical EV $30M–$300M

Growth Equity

$5M–$30M

A meaningful 20% to 40% minority stake that funds an acquisition, geographic expansion, or capex program — without rewriting the cap table or selling control.

For companies $10M+ revenue

Corporate Carve-Outs

$10M–$75M

A dedicated playbook for the operationally complex separation of a non-core division — IT, shared services, TSAs, ERP, and brand rights — done at speed.

Typical EV $30M–$400M

Buy-and-Build Platforms

$25M+ EV

Platform capital plus a war chest and a professionalized integration function to execute 4 to 12 bolt-on acquisitions across a fragmented vertical.

Add-ons $2M–$50M EV each

Distressed & Special Situations

$5M–$40M

Selective fresh capital for businesses with a defensible core facing covenant pressure or turnaround — CCAA-track deals, share-for-debt swaps, 363-style purchases.

Structured case-by-case
Common Situations We Solve

The specific moments that bring founders to our table.

Most founders we meet are not looking for ‘a private equity partner’ in the abstract. They are looking for a solution to a specific problem — a moment in the business, a moment in their lives, a moment in the market.

“I’m 60 and all my wealth is tied up in this company.”

This is the single most common conversation we have. Canadian founders in their late 50s and early 60s are statistically the most concentrated wealth holders in the country — the family balance sheet is the business. A founder recapitalization typically lets you take 60% to 80% of your wealth off the table, diversify into liquid assets, fund retirement and estate plans, and keep running the business you love with a real partner backing the next chapter.

“My kids don’t want to take over.”

Generational transition is hard. Roughly 30% of Canadian family businesses survive into the second generation; only about 12% make it to the third. When the next generation has chosen a different path — medicine, technology, a life abroad — a sale to a partner who will preserve the brand, the team, and the community presence is often the right answer. We approach these transactions with the dignity and discretion the family business deserves.

“My management team is great, but I need to give them real equity.”

An MBO with PE backing gives senior leadership the chance to own real, dollar-meaningful equity — usually 10% to 40% of the company. That changes behaviour. It changes retention. It changes recruiting. And it usually changes the trajectory of the business.

“We have a great business in Ontario but we want to be national.”

Geographic expansion from a regional base into a national platform is one of the most reliable value-creation playbooks in Canadian PE. We have the capital to fund organic build-out, the M&A capability to acquire regional incumbents, and the operating bench to integrate them without breaking the existing business.

“A strategic offered to buy us but I don’t want to lose the team.”

Strategic buyers are usually paying for synergies — which is corporate-speak for headcount reductions, branch closures, and integration into a parent culture. A PE partner does not need synergies to generate returns; we need growth. The team, the brand, and the head office usually stay intact under a PE owner. Often we pay more than the strategic, on better structure, with a faster close.

“We need capital for a once-in-a-generation acquisition.”

When a major competitor or adjacent business comes to market, founders often face a moment of truth: the deal is transformative, but financing it through the operating company would strain the balance sheet. Growth equity at the parent level, combined with senior debt at the acquisition vehicle, can unlock a transaction that would otherwise be impossible — without giving up control.

“We’re hitting a ceiling and I don’t know why.”

Sometimes the constraint is pricing discipline. Sometimes it is salesforce productivity. Sometimes it is a CFO function that hasn’t scaled with the business, or an ERP system bolted together from spreadsheets and goodwill. We diagnose, we prioritize, we resource — and we typically unlock 200 to 500 basis points of EBITDA margin within the first 24 months without breaking what is already working.

“The bank is calling our covenants.”

Operating businesses that have stumbled — supply chain disruption, customer loss, cyclical downturn — sometimes find themselves in covenant breach with senior lenders. Fresh equity, paired with a credible operating plan, frequently solves the problem and resets the relationship with the bank. We can move quickly when the situation requires it.

“I want to sell in three years. What do I do today?”

This is the smartest conversation a founder can have. The decisions you make 24 to 36 months before a sale process — financial reporting hygiene, customer concentration management, KPI dashboards, key-employee retention, legal cleanup — determine whether you receive a fair-market multiple or a generational outcome. We frequently advise on a pre-process basis, with no obligation to transact with us at the end, simply because founder relationships compound.

Us vs. The Alternatives

Not every buyer with a cheque is the same partner.

Founders comparing offers from strategics, institutional megafunds, and other sponsors should know exactly what changes the day after the wire clears.

Partnering with PrivateEquities.ca

  • Founder keeps 20% to 49% through a meaningful rollover and a second bite at exit
  • Original owner stays on with real governance rights and influence over strategy
  • Operating partners embedded within weeks of close — CFOs, supply-chain and integration specialists
  • Capital pre-qualified before the LOI; 75–90 day close with no financing contingencies
  • Under 8% re-trade rate — the price in our LOI is the price we close at
  • Head office, brand, C-suite and senior team stay Canadian and intact
  • Every conversation under a mutual NDA — no name shopping, no leaks, no auctions against you

A Typical Strategic or Megafund Buyer

  • 100% cash-out with no rollover — the founder’s upside ends at close
  • Founder and team integrated into a parent culture and reporting structure
  • Returns driven by synergies — headcount reductions and branch closures
  • Financing contingencies and longer, less certain closing timelines
  • Price re-traded after diligence once exclusivity has locked you in
  • Head office relocated; brand folded into a parent identity
  • Targets named in pitch decks; the process becomes an open auction
Our Process

How a PrivateEquities.ca transaction actually works.

Founders who have not been through a private equity transaction often imagine the process as opaque, bureaucratic, and adversarial. It does not have to be — here is exactly how we work, from first coffee to closing wire to the eventual exit several years later.

1
Week 0

Introductory Conversation

A 30- to 60-minute call or in-person meeting, fully confidential, no obligation. We learn about the business, the founder’s priorities, the timing, and structure preferences. You learn about our team, funds, portfolio, and approach. If there is mutual fit, we move forward. If not, we part as friends — and frequently stay in touch for years.

2
Weeks 1–2

Mutual NDA & Information Exchange

We sign a mutual non-disclosure agreement. You provide a high-level overview — typically three to five years of financial statements, customer concentration data, an org chart, and a basic operating narrative. We respond with a written indication of interest including a preliminary valuation range, structure, and key diligence questions. No public filings, no leaks, no name shopping.

3
Weeks 3–6

Letter of Intent

If both sides want to proceed, we issue a Letter of Intent specifying purchase price (or a tight range), structure (equity, debt, rollover, earn-out), the management retention package, an exclusivity period of 60 to 90 days, and key conditions. Our LOIs are intentionally specific — the price in our LOI is the price we expect to close at, absent a material adverse discovery in diligence.

4
Weeks 6–12

Confirmatory Due Diligence

We run focused, professional, founder-respectful diligence: a financial Quality of Earnings (typically with a Big Four or top national accounting firm), commercial diligence (customer calls, market sizing, competitive landscape), legal diligence (corporate, contracts, employment, IP, real property), tax, IT, and environmental diligence where applicable. We manage it as a project — weekly check-ins, transparent issue logs, no surprise findings dumped on you at the last minute.

5
Weeks 8–13

Definitive Documentation & Financing

In parallel with diligence, our legal team — drawn from Bay Street firms with deep mid-market PE experience — drafts the Share Purchase Agreement, the Shareholders’ Agreement, the Management Services Agreement, and any rollover or co-investment documentation. We also finalize senior debt with our banking partners. By close, every working capital adjustment, escrow holdback, and post-close covenant has been negotiated and signed off.

6
Weeks 13–14

Closing

Wire transfers, signed signature pages, regulatory filings — Investment Canada Act notification or review where applicable, Competition Act notification where applicable, Industry Canada CBCA filings, applicable provincial filings, and updates to the Individuals with Significant Control register. The founder receives the agreed proceeds. Management begins their new equity participation. The next chapter starts.

7
First 100 Days

The 100-Day Plan

We are not absentee owners. In the first 100 days we implement the plan agreed during diligence: governance setup (board composition, meeting cadence, reporting package), financial systems hardening (monthly close timeline, KPI dashboard, 13-week cash flow), key hires — typically a CFO upgrade or a VP of Sales hire in the lower middle market — and the first wave of value-creation initiatives. The pace is energetic but the disruption to operations is deliberately minimized.

8
Years 1–7

Hold Period

We hold companies for an average of five to eight years. During that time we serve on the board, support management, fund growth (organic and inorganic), and partner on the strategic direction of the business. We do not micromanage day-to-day operations — that is the management team’s job. We hold them accountable to a plan that we built together, we celebrate the wins, and we problem-solve the setbacks alongside them.

9
The Exit

Exit & The Second Payday

When the business is ready — typically when it has roughly doubled in EBITDA, professionalized its operations, and reached a scale that attracts a different buyer universe — we run a process to maximize value for all shareholders. Possible exit paths include sale to a strategic buyer, sale to a larger private equity fund, a public listing on the TSX or TSX Venture Exchange, a continuation vehicle, or a recapitalization. Founders who rolled equity at our entry typically realize a second meaningful payday at exit — often larger, on a dollar basis, than their original payday.

Where We Invest

Pan-Canadian coverage, province by province.

PrivateEquities.ca sources, executes, and supports portfolio companies across every Canadian province. Our Toronto headquarters is the hub, with regional advisors and operating partners in Montréal, Vancouver, Calgary, and Ottawa.

Greater Toronto Area & Southern Ontario

TorontoBay Street, Yorkville, Liberty Village
Mississauga
Brampton
Vaughan
Markham
Richmond Hill
Oakville
Burlington
Hamilton
Kitchener-Waterloo
Cambridge
Guelph
Barrie
Oshawa
Whitby
Ajax
Pickering
London
Windsor
St. Catharines & Niagara

Ottawa & Eastern Ontario

OttawaByWard Market, Kanata, Barrhaven
Gatineau
Kingston
Cornwall
Brockville
Pembroke

Greater Montréal & Québec

MontréalPlateau, Westmount, Old Montréal
Laval
Longueuil
Brossard
Boucherville
Saint-Jérôme
Québec City
Lévis
Sherbrooke
Trois-Rivières
Saguenay

Greater Vancouver & British Columbia

VancouverYaletown, Gastown, Mount Pleasant
Burnaby
Surrey
Richmond
Coquitlam
North Vancouver
West Vancouver
Langley
Delta
New Westminster
Victoria
Kelowna
Nanaimo
Abbotsford
Whistler

Calgary, Edmonton, the Prairies & Atlantic Canada

CalgaryBeltline, Inglewood, Kensington
Edmonton
Red Deer
Lethbridge
Medicine Hat
Saskatoon
Regina
Winnipeg
Halifax
Dartmouth
Moncton
Saint John
Fredericton
Charlottetown
St. John’s

We also actively support Canadian-headquartered businesses with significant U.S. operations and frequently co-invest with U.S. partners on cross-border platforms. Our LP base includes Canadian pension plans, Canadian insurance company balance sheets, Canadian family offices, and a curated group of U.S. and European institutional investors that have allocated to our funds because they want Canadian exposure.

The Canadian PE Landscape

Regulations, norms, and what every founder should know.

Doing private equity in Canada is meaningfully different from doing private equity in the United States or Europe. The legal frameworks, tax structures, regulatory bodies, and even the social norms of dealmaking are distinctly Canadian. Here is the context every founder considering a PE transaction in Canada should understand before signing anything.

Corporate Law — CBCA vs. Provincial Statutes

Canadian corporations operate under either the federal Canada Business Corporations Act (CBCA, R.S.C. 1985, c. C-44) or a provincial business corporations act — most commonly the Ontario Business Corporations Act (OBCA), the Business Corporations Act (Québec), the Business Corporations Act (British Columbia), or the Business Corporations Act (Alberta). The CBCA has Canadian residency requirements for directors that the provincial statutes generally do not — which is why most foreign-controlled PE-backed portfolio companies are incorporated provincially. Founders should not be surprised if a transaction includes a continuance from CBCA to OBCA (or vice versa) as part of the structure.

ISC Register Requirements

Since June 2019, federally-incorporated private corporations under the CBCA have been required to maintain a register of Individuals with Significant Control (ISC). Effective January 22, 2024, much of that information must also be filed with Corporations Canada and is publicly searchable. Most provinces have followed with similar regimes (Ontario, BC, Québec, and the federal government all have ISC or beneficial ownership registry requirements). A PE-backed portfolio company will need to maintain these registers diligently — our governance team handles this as a baseline service.

Securities Law & Accredited Investor Rules

Our funds are offered under prospectus exemptions, primarily the accredited investor exemption (National Instrument 45-106) and the minimum amount exemption. We are registered with the Ontario Securities Commission (OSC) and harmonized with the Autorité des marchés financiers (AMF) in Québec, the British Columbia Securities Commission, the Alberta Securities Commission, and the other provincial regulators where our LPs reside. This regulatory footprint adds compliance overhead but provides founders and LPs with significant protections that less-regulated capital sources do not offer.

Investment Canada Act

Transactions involving non-Canadian acquirers may be subject to notification or review under the Investment Canada Act. Most lower-middle-market transactions ($25M–$200M EV) fall well below the review thresholds (which currently sit at approximately $1.387B in enterprise value for WTO investor acquisitions in 2026) but still require notification. Transactions in cultural industries, defence, critical minerals, and other sensitive sectors face lower review thresholds and additional national security scrutiny — a factor founders should consider when evaluating cross-border buyers.

Competition Act Pre-Merger Notification

Transactions exceeding the Competition Act thresholds (transaction size of $96M+ in 2026, party size of $400M+) require pre-merger notification to the Competition Bureau, with a 30-day waiting period before closing. Most lower-middle-market transactions fall below these thresholds — but every transaction is evaluated against them by our counsel as standard practice.

Taxation — The Lifetime Capital Gains Exemption

Canadian founders selling shares of a qualifying small business corporation (QSBC) can claim a Lifetime Capital Gains Exemption of approximately $1,016,836 in 2024 (indexed annually). For sales of qualified farm or fishing property the exemption is $1,000,000. Federal Budget 2024 introduced changes to the inclusion rate on capital gains exceeding $250,000 annually — these rules continue to evolve and any founder considering a transaction should engage qualified tax counsel early. We routinely coordinate with the founder’s tax advisors to structure transactions that preserve LCGE, leverage estate freezes where appropriate, and minimize tax leakage.

Employee Ownership Trusts (EOTs)

Federal legislation effective January 1, 2024 (introduced in Bill C-59) created the Canadian Employee Ownership Trust regime, including a $10M capital gains exemption on qualifying sales to EOTs available for sales completed through December 31, 2026. This is a meaningful planning tool for founders interested in genuine employee ownership transitions, and we have structured hybrid transactions that combine our equity capital with EOT vehicles to achieve both founder liquidity and meaningful employee ownership.

Provincial Labour & Employment Law

Canada is a province-by-province employment jurisdiction. Severance entitlements, notice periods, non-compete enforceability, and termination practices differ materially between Ontario, Québec, Alberta, BC, and the rest of the country. Québec in particular has unique features (French-language requirements under Bill 96, the Civil Code rather than common law, distinctive non-solicit/non-compete rules). PE transactions involving Québec-based businesses require local counsel and careful planning around language compliance, signage, contracts, and customer-facing operations.

Cultural Norms & Regional Industry Concentrations

Canadian dealmaking is a relationship business in a way that surprises some non-Canadian investors. Reputations are long, and the Canadian PE community is small enough that everyone knows everyone — the same Bay Street law firms, accounting firms, and investment banks recur across most transactions. Each region also punches above its weight in particular industries: Toronto and the GTA dominate financial services, technology, and professional services; Montréal leads in aerospace, AI/ML, gaming, and pharmaceuticals; Vancouver leads in mining services, forestry, and clean technology; Calgary leads in energy services, agribusiness, and increasingly logistics and food processing; Waterloo Region leads in software and advanced manufacturing; and Atlantic Canada leads in seafood, ocean technology, and increasingly tourism and hospitality. We tailor sourcing and operating partnerships to the regional industrial strengths of each market.

Experience, Expertise, Authority, Trust

Why founders trust us with the most important decision of their careers.

We are members in good standing of the Canadian Venture Capital and Private Equity Association and adhere to its Model Documents and code of professional conduct. Here is the foundation underneath every conversation.

E

Experience on Both Sides

Our team combines former operators — CFOs, COOs, divisional presidents — with transaction professionals trained at Bay Street investment banks, Big Four corporate finance practices, and global PE platforms. We have personally executed, advised on, or operated through more than 60 mid-market transactions.

X

Expertise Across Structures

Management buyouts, founder recaps, growth equity, corporate carve-outs, buy-and-build platforms, distressed and special situations, and EOT transitions. Sector pattern recognition across HVAC, manufacturing, distribution, healthcare services, B2B SaaS, and outsourced business services.

A

Authority & Regulation

A CVCA member firm and a registered Exempt Market Dealer with the Ontario Securities Commission, harmonized with the AMF, BCSC, ASC and other provincial regulators. Fund administration is audited annually by a Big Four accounting firm. Our ESG framework is aligned to the CVCA Responsible Investment Guidelines and ILPA Principles 3.0.

T

Trust & Governance

Portfolio companies maintain $5M+ commercial general liability and $10M+ Directors & Officers insurance as a baseline governance standard. Anti-money-laundering and Know-Your-Client procedures are compliant with FINTRAC and PCMLTFA requirements. Every conversation is protected by NDA on request.

Founder & Operator Voices

What founders and operators say about working with us.

The strongest validation of a private equity partner is what former portfolio CEOs and selling founders say once the transaction is well behind them. Below are representative testimonials drawn from our portfolio and former portfolio relationships; some attributions reflect the speaker’s preferred level of disclosure.

★★★★★

“I had spent 34 years building the business and I was terrified of selling it to anyone. PrivateEquities.ca was the only group that asked about my employees by name before they asked about the EBITDA. Three years in, the brand is stronger, my key managers have real equity, and I sleep better than I have in a decade.”

Founder & Outgoing CEO
Specialty Industrial Distribution Platform · Mississauga, ON
★★★★★

“We ran a process with eight bidders. Two were strategics, six were private equity. PrivateEquities.ca was not the highest headline price — they were second — but they were the only firm that pre-funded their LOI with committed capital, gave us an executable timeline, and stuck to their number through diligence. We closed in 71 days. They closed exactly where they said they would close.”

Chief Financial Officer
Family-Owned Food Processing Business · Laval, QC
★★★★★

“I rolled 30% of my equity at close. Five years later, when we sold to a U.S. strategic, the value of my rollover stake exceeded what I had received at the initial close. That is the part nobody tells founders — the second bite is often bigger than the first. PrivateEquities.ca structured that outcome from day one.”

Founder
Outsourced Business Services Platform · Vaughan, ON
★★★★★

“As a management team buying the business from the founder, we were nervous about losing autonomy. The opposite happened. PrivateEquities.ca gave us strategic guardrails, a real board, and a 100-day plan — and then they got out of our way and let us run the business. They show up when we need them, and they trust us when we don’t.”

Chief Executive Officer
Industrial Services Platform · Calgary, AB (MBO, 2023)
★★★★★

“We had been quietly courted by a dozen funds over the years. PrivateEquities.ca was the only one who came back a second time, then a third, with thoughtful written analysis of our market, our customers, and our growth options — without a transaction even being on the table. That intellectual investment is the reason we eventually chose them when we were ready.”

Founder & CEO
Healthcare Services Roll-Up · Burnaby, BC
★★★★★

“The integration of our first three bolt-on acquisitions could have been a disaster. Instead, PrivateEquities.ca embedded an operating partner with us for six months who had done this exact integration before. We hit our synergy targets in 8 months instead of 18.”

President
HVAC Services Buy-and-Build Platform · Ottawa, ON
★★★★★

“I almost sold the company to a strategic for a higher headline number. My banker pushed me toward PrivateEquities.ca because of the structure — meaningful rollover, retained governance, real growth capital for the next chapter. Three years later, the business is twice the size and my retained stake is worth more than the original strategic offer in its entirety.”

Founder
Technology-Enabled Services Platform · Toronto, ON
★★★★★

“What sets them apart is the operating bench. When our CFO retired six months after close, they had a shortlist of three qualified replacements within two weeks. When we needed an ERP implementation partner, they introduced us to the firm that had done two prior platforms for them. They make us better operators.”

Co-Chief Executive Officer
Specialty Manufacturing Platform · Winnipeg, MB
Third-Party Social Proof

Verified founder and operator reviews.

Aggregate Google Business reviews for PrivateEquities.ca: 4.9 / 5.0 across 47 verified reviews as of 2026. See current reviews at the Google Business Profile linked in the footer.

4.9/5
★★★★★
Google Business Profile
47 verified reviews from Canadian founders, CFOs, and management teams — reflecting the texture of the partnership long after the wire clears.
70%
★★★★★
Founders Stay as Partners
In roughly seven of ten transactions the original owner stays on with a meaningful rollover, real governance rights, and a second bite at exit.
71
★★★★★
Days to Close, Process of Eight Bidders
A Laval food-processing CFO chose PrivateEquities.ca for committed capital and certainty — and the firm closed exactly where its LOI said it would.
CVCA
★★★★★
Member Firm in Good Standing
A CVCA member firm and OSC-registered Exempt Market Dealer, with fund administration audited annually by a Big Four accounting firm.
Frequently Asked Questions

Answers for founders considering a Canadian PE transaction.

The questions below are the ones we are asked most often by Canadian founders, CFOs, family business owners, and management teams considering a private equity transaction for the first time. Answers are written to be directly useful in a first conversation — not legal advice, but the kind of clear, plain-English framing every founder deserves before they walk into a deal.

What size of company does PrivateEquities.ca invest in?
We invest in Canadian businesses with EBITDA between $2 million and $25 million, and enterprise values between $25 million and $500 million. Most of our investments fall in the lower middle market: $4M–$15M of EBITDA, $30M–$150M of enterprise value. We will also evaluate smaller businesses as bolt-on acquisitions to existing platforms.
Will I have to leave the business after the sale?
Almost never on the day of close. In approximately 70% of our transactions, the founder stays involved for two to five years post-close — often in a CEO role for the first 12 to 24 months, transitioning to a board role thereafter. Many of our founders retain meaningful equity (20% to 49%) and participate in the second exit alongside us. The pace and shape of any transition is driven by what is best for the business, not a rigid template.
How long does a private equity transaction typically take in Canada?
From signed Letter of Intent to closing, our typical timeline is 75 to 90 days for a clean lower-middle-market transaction. The full timeline from first meeting to close — including LOI negotiation and pre-LOI work — is usually 4 to 6 months. We have closed transactions in as few as 45 days when the situation required speed.
Will my employees keep their jobs?
Yes, in nearly every case. Private equity buyers, unlike strategic acquirers, do not generate returns through headcount synergies — we generate returns through growth. Our portfolio companies have collectively added more employees post-close than they had at close in every fund vintage we have managed. The team is the business; we protect it.
How do you value a Canadian business?
We use multiple methodologies but the primary anchor is a multiple of trailing-twelve-month EBITDA, adjusted for one-time items (a normalized or ‘adjusted EBITDA’ calculation). Multiples in the Canadian lower middle market currently range from approximately 5x to 9x EBITDA for most industries, with higher multiples for software, healthcare services, and specialty manufacturing, and lower multiples for cyclical or capital-intensive businesses. We will share our specific valuation rationale in writing before issuing any LOI.
What does the typical capital structure of a PE transaction look like?
A typical lower-middle-market transaction is financed roughly 50% with senior debt (from a Schedule I bank, BDC, or specialty lender), 10–15% with subordinated or mezzanine debt where appropriate, and 35–45% with equity from us and the rolling founder/management team. The exact structure depends on cash flow stability, capex needs, customer concentration, and senior lender appetite.
Do you invest in businesses outside Canada?
Our primary mandate is Canadian-headquartered businesses, but many of our portfolio companies have significant U.S. operations and we frequently support cross-border M&A. We will also evaluate U.S.-headquartered businesses on a selective basis, particularly when partnering with a U.S. co-investor or pursuing a Canadian platform’s strategic expansion into the U.S. market.
How is PrivateEquities.ca regulated in Canada?
Our funds are offered under prospectus exemptions in compliance with National Instrument 45-106. We are registered as an Exempt Market Dealer with the Ontario Securities Commission and harmonized with the AMF, BCSC, ASC, and other provincial securities regulators. We are a member firm of the Canadian Venture Capital and Private Equity Association (CVCA). Our fund administration is audited annually by a Big Four accounting firm.
What is the difference between private equity, venture capital, and growth equity?
Venture capital invests in early-stage, typically unprofitable companies for high-growth, high-risk returns. Growth equity invests in established, often-profitable scale-ups, usually taking minority stakes. Private equity (in the buyout sense) typically takes control stakes in mature, profitable businesses with the goal of operational improvement and value creation. PrivateEquities.ca operates primarily in the buyout and growth equity spaces — we do not invest in pre-revenue or pre-profitability businesses.
What is the Lifetime Capital Gains Exemption and how does it apply to my sale?
Canadian residents selling shares of a Qualified Small Business Corporation (QSBC) can claim a Lifetime Capital Gains Exemption of approximately $1,016,836 in 2024 (indexed annually). Qualifying farm and fishing property has an LCGE of $1,000,000. To qualify, the company must meet specific tests around active business income and Canadian residency. We work with the founder’s tax advisors to structure transactions that maximize available exemptions — but this is tax advice that must come from your qualified accountant or tax lawyer, not from us.
Will my company stay headquartered in Canada?
Yes. As a Canadian-domiciled fund with Canadian LPs, we keep our portfolio companies Canadian-headquartered, Canadian-taxed, and operationally rooted in Canada. We will support U.S. and international expansion of operations as a value-creation lever, but the head office, the C-suite, and the brand remain in Canada.
What happens to the company name and brand after a sale?
In nearly every case the brand stays the same. We are not a holding company that consolidates portfolio companies under a single parent brand. Each business operates under its existing name, with its existing customer-facing identity, post-close. The only common change is the addition of professional reporting infrastructure (board, audit, KPI dashboards) behind the scenes.
Can I talk to your previous portfolio company founders before I commit?
Absolutely — and we encourage it. Once a transaction reaches a serious stage, we provide reference contacts from former and current portfolio companies, including founders who exited their businesses to us and management teams we have backed in MBOs. We expect you to call them. The conversations are confidential and unfiltered.
What does a first conversation cost?
Nothing. A first conversation with PrivateEquities.ca is free, confidential, non-binding, and protected by an NDA on request. Many of our best transactions began as a 30-minute introductory call two or three years before any deal materialized. The earliest conversations are often the most valuable — for both sides.
What should I do today if I want to sell in three years?
Start the conversation now. Founders who engage with us 12 to 36 months before a transaction consistently realize higher valuations, cleaner structures, and better post-close outcomes than those who only call when the investment banker is already in the room. The decisions made well ahead of a sale — financial reporting hygiene, customer concentration management, KPI dashboards, key-employee retention, and legal cleanup — determine whether you receive a fair-market multiple or a generational outcome. We respond to inbound inquiries within one business day, our investment committee meets weekly, and we never share founder identities or financial details outside our internal team without your express permission.
Start a Confidential Conversation

Let’s talk before the process starts.

Whether you are 18 months from a sale, exploring a recapitalization, considering a management buyout, or simply curious about what a Canadian private equity partnership could look like for your business — we would like to hear from you. Every conversation is free, fully confidential, and obligation-free.

The earliest conversations are the most valuable.

Founders who engage with us 12 to 36 months before a transaction consistently realize higher valuations, cleaner structures, and better post-close outcomes than those who only call when the investment banker is already in the room. We respond to inbound inquiries within one business day, our investment committee meets weekly, and we can evaluate an opportunity within two to three weeks of receiving baseline information. We never share founder identities, business names, or financial details outside our internal team without your express permission. The conversation is free, the NDA is on us, and you keep full control of the timeline.

Direct to the Investment Team (888) 555-0143
Toronto Headquarters 161 Bay Street, Suite 2700, Toronto, ON M5J 2S1
Investment Team Hours Monday–Friday, 8:00 AM – 6:00 PM ET
All conversations are non-binding, fully confidential, and protected by an NDA on request. Founder discretion is the default, not the exception.

Ready to start a confidential conversation?

PrivateEquities.ca partners with profitable Canadian businesses to provide patient capital, operational depth, and a clear path to the next stage of growth. The first conversation costs nothing — and it is often the most valuable one you will have.

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PrivateEquities.ca — Canadian Capital. Canadian Governance. Canadian Outcomes.
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