Windsor sits on Canada’s busiest border crossing, and a target here is more likely than most to carry a cross-border ownership history — which means an acquirer needs to clear the Investment Canada Act and the Competition Act’s separate share-percentage test before assuming a deal is purely domestic.
Market signals
The one Windsor-specific fact this review could verify from a primary source is a geographic one, not an economic one: Statistics Canada’s 2021 Census redefined the Windsor CMA to absorb the former Leamington census agglomeration, which changes what “Windsor” means as a statistical boundary but does not by itself say anything about deal volume or pricing. No StatCan or ISED table in this review breaks Ontario’s business count down to Windsor-Essex specifically, so the provincial figure — 418,322 employer businesses as of December 2024 — is what this page uses as the addressable base.
Windsor sits on Canada’s busiest land border crossing, and a target with any history of cross-border ownership — common in the region’s auto-parts and logistics sectors — puts the Investment Canada Act in play in a way most Canadian regions do not. The Act’s core thresholds: a direct acquisition of control is reviewable at $5,000,000 or more of assets acquired, an indirect acquisition (buying a foreign parent that owns the Canadian target) at $50,000,000 or more. A WTO investor’s enterprise-value threshold was enacted at $1,000,000,000, indexed to nominal GDP and republished annually in the Canada Gazette — so that figure should never be quoted as this year’s number without checking the Gazette directly.
The Competition Act runs a separate, share-percentage test worth checking before a Windsor buyer assumes a minority stake is safe from notification: under s. 110(3)(b), acquiring voting shares is notifiable once the buyer and its affiliates would hold more than 20% where any of the target’s voting shares are publicly traded, 35% where none are, or 50% where the buyer already owns more than the first threshold — on top of the separate $400,000,000 party-size and (as-enacted) $70,000,000 transaction-size tests.
Where a deal clears the notification thresholds, s. 123 bars completion for 30 days after the Commissioner receives the initial required information, and — if the Commissioner issues a supplementary information request — a second 30-day clock restarts from compliance with that request, not from the date of the request itself. The Commissioner can waive the period early by notifying the parties there is no intention to challenge the deal under s. 92.
The Canada Small Business Financing Program applies in Windsor-Essex the same way as everywhere in Canada: a $1.15 million maximum loan, a $1,000,000 term-loan cap with a $500,000 equipment/leasehold sub-cap, a $150,000 line of credit, per ISED’s own programme terms, and it still cannot finance a share purchase.
Take a hypothetical Windsor auto-parts supplier where a US-headquartered buyer is acquiring 40% of the voting shares directly, none of which are publicly traded. That crosses the Competition Act’s 35% threshold for non-public voting shares under s. 110(3)(b), triggering notification if the $400,000,000 party-size and enacted $70,000,000 transaction-size tests are also met — and separately, if the assets being acquired exceed $5,000,000, the Investment Canada Act’s direct-acquisition review applies regardless of the Competition Act outcome. The two regimes run on different tests and neither substitutes for the other. These are declared scenario numbers chosen to demonstrate the mechanic, not a market benchmark for Windsor deal sizing.
Key takeaways
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