Exhibit 5.1
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 | | | | Stikeman Elliott LLP Barristers & Solicitors 5300 Commerce Court West 199 Bay Street Toronto, ON Canada M5L 1B9 Main: 416 869 5500 Fax: 416 947 0866 www.stikeman.com |
December 21, 2021
Akumin Inc.
8300 Sunrise Boulevard
Plantation, Florida
33322
Dear Sirs/Mesdames:
Re: Registration of 34,837,663 common shares of Akumin Inc.
We have acted as Canadian counsel to Akumin Inc., a corporation incorporated and existing under the laws of the Province of Ontario (the ”Company”), in connection with the registration under the United States Securities Act of 1933 (the ”Securities Act”), as amended, pursuant to a Registration Statement on Form F-3 (the ”Registration Statement”), filed on or about the date hereof with the United States Securities and Exchange Commission (the ”SEC”), of 34,837,663 common shares (the “Registration Shares”), consisting of (i) an aggregate of 17,723,570 common shares (the “Issued Shares”) registered for resale by the selling shareholders named in the Registration Statement, and (ii) an aggregate of 17,114,093 common shares (the “Warrant Shares”) registered for resale by the selling shareholders named in the Registration Statement underlying warrants (the “Warrants”) held by such selling shareholders.
For purposes of this opinion, we have examined (i) the Registration Statement, (ii) the Share Purchase Agreement dated June 25, 2021 between, among others, a selling shareholder and an affiliate of the Company, (iii) the Series A Notes and Common Share Purchase Agreement dated June 25, 2021 among the Company, an affiliate of the Company and a selling shareholder, and (iv) the form of warrant certificate representing the Warrants (the “Warrant Certificate”). For the purposes of this opinion, we have also examined originals or copies, certified or otherwise identified to our satisfaction, of and relied upon the following documents (collectively, the “Corporate Documents”):
| a) | the certificate of incorporation of the Company; |
| b) | the articles and by-laws of the Company; |
| c) | certain resolutions of the Company’s directors and shareholders; and |
| d) | a certificate of an officer of the Company with respect to certain factual matters (the “Officer’s Certificate”). |
We also have reviewed such other documents, and have considered such questions of law, as we have deemed relevant and necessary as a basis for our opinion. With respect to the accuracy of factual matters material to this opinion, we have relied upon the Corporate Documents, without independent investigation of the matters provided for therein for the purpose of providing our opinion.
In examining all documents and in providing our opinion we have assumed that: