A go-to practice for both equity and debt deals, Blake, Cassels & Graydon LLP ranks among Canada’s most active capital markets groups. The firm’s top-tier banking practice combines with its formidable corporate offering to ensure that it is a popular choice to advise the full range of underwriters, issuers and selling shareholders, while its transactional firepower gives it a prominent platform for large-scale, event-driven offerings. In a highlight example of the latter, Toronto-based Catherine Youdan advised Definity Financial Corporation on its C$1.6bn IPO and C$800m concurrent private placements related to the demutualization of Economical Mutual Insurance Company. On the debt side, Calgary-based Jeff Bakker acted for TC Energy Corporation on its $2.2bn debt offering. Toronto-based group head Eric Moncik steers a national team that also includes corporate finance heavyweight Tim Andison, securities, M&A and corporate governance specialist Jeffrey Lloyd and Chris Hewat, who focuses on securities, M&A and private equity, all of whom are based in Toronto. Ross Bentley, who splits his time between Calgary and London, and Montreal-based Pascal de Guise are also noted.
Capital markets in Canada
Other key lawyers:
Algonquin Power & Utilities Corp.
Cenovus Energy Inc.
Definity Financial Corporation
Deutsche Bank Securities Inc.
Intact Financial Corporation
Open Text Corporation
RBC Dominion Securities Inc.
TC Energy Corporation
Xenon Pharmaceuticals Inc.
- Advised Definity Financial Corporation on its C$1.6bn IPO and C$800m concurrent private placements completed in connection with the demutualization of Economical Mutual Insurance Company.
- Acted for TC Energy Corporation on its $2.2bn debt offering.
- Advised Open Text Corporation on the cross-border $1.5bn offering of senior unsecured notes of Open Text Corporation and its wholly owned US subsidiary, Open Text Holdings.
Leveraging its top-tier financial services practice, McCarthy Tétrault‘s close banking relationships yield a steady flow of underwriter-side mandates. The group also represents seasoned financial issuers on bond offerings, with its finance strength translating into a premier DCM practice; indeed, one banking client highlights it as ‘the best law firm in Canada for structured finance‘. Among its recent flagship equity deals, Toronto-based capital markets co-head Andrew Parker advised BMO Capital Markets and BMO Nesbitt Burns on the Bank of Montreal’s C$3.1bn public offering. On the debt front, Calgary’s Alyson Goldman represented a syndicate of underwriters, led by CIBC World Markets, in Suncor Energy $750m notes offering. Other senior specialists in Toronto include structured finance expert Marc MacMullin, who leads the national financial services group, and structured finance co-head Dean Masse, while high-profile capital markets co-head Patrick Boucher is recommended in Montreal. Up-and-coming names include Toronto-based Jo-Anna Brimmer, who focuses on securitization, covered bonds and debt capital markets, and talented associate Isabelle Nazon in Montreal.
‘The best law firm in Canada for structured finance. It has a deep bench of talented partners and associates that are extremely knowledgeable, proactive in identifying issues and excellent advocates/negotiators on our behalf in transactions.’
‘The firm invests considerable effort in keeping abreast of new industry developments that could impact our current and future transactions.’
‘Very knowledgeable, thoughtful, detail-oriented and effective advocates.’
‘Dean Masse is our go-to partner at the firm. He takes the time to understand and fully respond to any of our questions and is proactive in raising items we should be considering as we work through any matter.’
‘Multi-point teams with extensive knowledge in their respective fields – always responsive at any time. High degree of confidence and always there to support in difficult times.’
‘McCarthys is a friendly full-service firm that provides great customer service delivered at a more reasonable price relative to comparable top firms.’
‘McCarthys’ lead lawyers have a depth of understanding through their representation of similar (in our case, financial institution) clients and bring that knowledge to the table in a helpful way. They also take proprietary ownership in helping to solve our firm’s transactional issues.’
RBC and RBC Capital Markets
CIBC and CIBC World Markets
National Bank of Canada and National Bank Financial
BMO and BMO Capital Markets
Empire Life Insurance Company
Caisse de dépôt et placement du Québec
TD and TD Securities
Bruce Power L.P.
Laurentian Bank of Canada
Ford Credit Canada Company
Stelco Holdings Inc.
Summit Industrial Income REIT
Canadian Tire Bank
- Advised RBC Capital Markets and a syndicate of dealers on a C$750m offering of non-cumulative five-year fixed rate reset first preferred shares, series BT issued by Royal Bank of Canada.
- Advised Li-Cycle Corp on its definitive arrangement agreement with Peridot Acquisition Corp, a publicly-traded SPAC, which resulted in Li-Cycle becoming a public company; the pro-forma value of the combined company is approximately C$1.6bn.
- Acted for Equitable Bank on its C$2bn Legislative Covered Bond Program and its first European covered bond issuance of €350m legislative covered bonds.
Osler, Hoskin & Harcourt LLP
Osler, Hoskin & Harcourt LLP‘s premier capital markets practice frequently advises domestic and multinational banks and corporate issuers on marquee debt and equity offerings, including IPOs. Among its recent debt mandates, highly regarded department co-head Michael Innes represented TELUS Corporation on its C$750m offering of sustainability-linked series CAF notes. In a headline equity deal, fellow group co-head Desmond Lee acted alongside James Brown to advise TELUS International on a $563m secondary offering. Other key contacts include Lisa Mantello, who is noted for structured finance and derivatives, and corporate and capital markets partner, Rosalind Hunter.
Stikeman Elliott LLP
Equally adept in equity and debt capital markets work, Stikeman Elliott LLP brings to bear an impressive track record of involvement in many of Canada’s most prominent offerings, including IPOs, SPAC-related offerings and REIT-related matters. In Toronto, D’Arcy Nordick ranks among the country’s leading securities lawyers and recently represented a syndicate of underwriters (led by BofA Securities, BMO Capital Markets and William Blair) on Copperleaf Technologies’ IPO. Other key names in Toronto include Ramandeep Grewal, who had a strong year in the technology and telecoms spheres, and Sean Vanderpol, who paired up with Toronto managing partner John Ciardullo to advise the Special Committee of Independent Directors of Stelco Holdings on the buyback of approximately 13% of its outstanding shares from its significant shareholder, LG Bedrock Holdings. In Montreal, Robert Carelli and David Massé are also recommended, while Keith Chatwin is highly regarded in Calgary. Amélie Métivier recently arrived in Montreal from Norton Rose Fulbright.
Torys‘ capital markets team is distinguished by its marked financial services focus. The group routinely represents banks, asset managers and other financial services clients as issuers and underwriters on an array of debt and equity offerings, with notable experience in IPOs, limited recourse capital notes (LRCNs) and labelled bonds, among other matters. In a highlight example of its practice sweet spot, Toronto-based Rima Ramchandani represented Sun Life Financial on its C$2bn public offering of subordinated unsecured debentures. Ramchandani co-heads the department together with Toronto-based David Seville, who led the firm’s advice to multiple banks on the issuance of additional Tier 1 capital limited recourse capital notes, and Calgary-based Scott Cochlan, who blends corporate finance and energy expertise. Other senior names include high-profile securities expert Glen Johnson and securitization specialists Jim Hong and Michael Feldman, all of whom are based in Toronto. The group also includes increasingly prominent Calgary partner Michael Pedlow, who acted alongside Cochlan to advise the underwriters on Topaz Energy Corp’s C$201.3m equity offering, and promising associate Brett Saulnier.
‘The Torys group works as a team, which ensures that the client has the lawyer best suited for the particular issue that it is facing. The firm has proved to be open to innovative billing solutions.’
‘Rima Ramchandani has very strong client relationship skills and is a pleasure to work with. Michael Feldman is a leading practitioner in his field and has developed a good team.’
‘What make this team unique, and Torys in general, is that its lawyers are very smart, while remaining very human at the same time.’
‘Without a doubt one of the best firms in the country: strong capital markets capabilities, significant expertise in financials and LRCNs (which represent a key innovation for the sector). Yet, lawyers remain very humble, approachable, available, which makes it really enjoyable to work with them.’
‘You get the feeling that you will always receive top-notch service. Lawyers are commercial in their approach, they understand businesses and sectors, they see the bigger picture and take a comprehensive view to situations. They go beyond legal.’
‘When working with this team, you can rest assured that they will always assemble the full extent of Torys’ resources and expertise when needed.‘
‘Its knowledge and expertise is difficult to match. Ability to communicate in such a way that clients feel listened to and understood. Ability to ”translate” legal issues/situations so that someone who is not a lawyer can understand without feeling inferior. They are always calm which is really reassuring.’
‘Very knowledgeable, very responsive and client friendly.’
Royal Bank of Canada
The Bank of Nova Scotia
Manulife Financial Corporation
Canadian Imperial Bank of Commerce
Sun Life Financial Inc.
Brookfield Asset Management Inc.
Bank of Montreal
Brookfield Group of Companies
Triple Flag Precious Metals Corp.
Plantable Health Inc.
Fairfax Financial Holdings Limited
Home Trust Company
Peters & Co. Limited
Waterfall Asset Management, LLC
TD Securities Inc.
The Very Good Food Company Inc.
Superior Plus LP
Partners Value Split
iA Financial Corporation Inc.
- Acting for multiple banks with regards to the issuance of the novel additional Tier 1 capital limited recourse capital notes (‘LRCNs’).
- Representing Sun life Financial on the issuance of its limited recourse capital notes and public offering of subordinated unsecured debentures.
- Advising Brookfield Asset Management on the spin-off of its reinsurance-related operations to create Brookfield Asset Management Reinsurance Partners, including its listing on the TSX and NYSE.
Davies Ward Phillips & Vineberg LLP
A popular choice for complex transactions, Davies Ward Phillips & Vineberg LLP is recognized for its representation of major underwriters, including bulge bracket banks, and leading corporate issuers on public and private offerings. In a headline-grabbing equity highlight, Toronto-based department co-head David Wilson acted for the underwriters on Definity Financial’s $1.6bn IPO, which was the second-largest IPO ever by a Canadian company; he operates alongside Robert Murphy who recently advised the underwriters on Softchoice’s C$402.5m IPO and serves as national practice co-head alongside Montreal-based Olivier Désilets. The group also benefits from the senior experience of Toronto’s Patricia Olasker and Montreal’s Franziska Ruf. Steven Cutler is an impressive younger partner in Toronto.
‘Very strong capital markets knowledge and breadth of experience. Nuanced solutions to unique situations.’
‘Stand-out partners: Patricia Olasker and Steven Cutler – always responsive and highly knowledgeable. A pleasure to work with and my first call for any and all legal questions.’
Barrick Gold Corporation
Rogers Communications Inc.
Caisse de dépôt et placement du Québec (CDPQ)
Royal Bank of Canada (RBC)
Alimentation Couche-Tard Inc.
Agnico Eagle Mines Limited
TD Securities Inc.
Toromont Industries Ltd.
Shaw Communications Inc.
Russel Metals Inc.
The New York Life Insurance Company
Waste Management Inc.
Blackstone Real Estate Income Trust, Inc. (BREIT)
Pacific Life Insurance Company
- Acted for the underwriters, led by BMO Capital Markets, RBC Capital Markets, Barclays, Scotiabank and TD Securities, on the $1.6bn IPO of Definity Financial Corporation — it also acted for BMO Capital Markets and RBC Capital Markets as private placement agents for the concurrent private placements.
- Acted for a syndicate of underwriters led by TD Securities and Goldman Sachs Canada, as joint bookrunners, on the C$402.5m IPO of Softchoice Corporation, and also on the C$150m ‘bought deal’ follow-on offering of Softchoice.
- Acted for Rogers Communications on a C$4.2bn Canadian private placement of senior notes issued across four tranches, and on a concurrent $7bn US private placement of senior notes issued across five tranches.
‘A multi-talented team that delivers personalized service‘, Fasken‘s capital markets group is particularly active in the mining, energy and technology sectors. Possessing a deal sheet that is well-weighted between debt and equity work, the practice routinely advises managers and issuers on IPOs, PIPE transactions, cross-border issuances and other public and private offerings. Recent highlights included Montreal-based partners Jean-Pierre Chamberlain and Jean Michel Lapierre advising CGI on a $1.6bn debt offering. The department is led jointly by Sarah Gingrich and Sean Stevens from Calgary and Toronto respectively. Other key names include Toronto-based global mining head John Turner and Montreal-based private equity specialist Caitlin Rose.
Other key lawyers:
‘A multi-talented team that delivers personalized service with great continuity.’
‘We value the team’s tenure on our account and file, knowledge and expertise.’
Bank of Montréal (BMO)
Bank of Nova Scotia (BNS)
Beacon Securities Limited Inc.
Canadian Imperial Bank of Commerce (CIBC)
Desjardins Financial Group
Duo Bank of Canada
Export Development Canada
Fiera Capital Corporation
HSBC Bank Canada
Middlefield Limited Inc.
National Bank of Canada
Royal Bank of Canada
TD Securities Inc.
TMX Group Limited
Toronto Dominion Bank
- Advised CGI on its $1.6bn debt offering, which included a cross-border tranche and a domestic tranche.
- Represented the syndicate of underwriters on Coveo’s C$215m IPO.
- Advised the placing agents on the private debt offering of Alimentation Couche-Tard, consisting of two tranches of notes totalling $1bn.
Goodmans LLP‘s capital markets team is a prominent player in REITs and SPAC-related offerings, also bearing an impressive record in cross-border and cannabis-related matters. In a recent showcase of its REITs expertise, department head Stephen Pincus teamed up with corporate finance and REITs specialist Brad Ross to advise NorthWest Healthcare Properties REIT on several matters, including on its $215.3m public offering of trust units. Other key contacts include high-profile partner William Gorman, who is noted for his role in the development of the Canadian REIT and SPAC spheres, and up-and-coming partner David Coll-Black, who focuses on corporate and securities law.
‘Extensive US and Canada real estate and capital markets practice. Deep strength and expertise at all levels. Work is delegated and executed efficiently. Nothing can replace stability and the fact that I have worked with Goodmans on both sides of the table since the early 2000’s.’
‘Deep and long personal experience in the sector demonstrated by its senior professionals.’
‘Stephen Pincus has been personally involved in the creation of many of the existing public REITs.’
BMO Capital Markets
CIBC World Markets Inc.
Ceridian HCM Holding Inc.
Minto Apartments REIT
Dye & Durham Limited
NorthWest Healthcare Properties Real Estate Investment Trust
Nova Net Lease REIT
Andlauer Healthcare Group Inc.
Northern Genesis Climate Solutions Corporation
E Automotive Inc.
MCAN Mortgage Corporation
National Bank Financial Inc.
TD Securities Inc.
Medicine Man Technologies, Inc., dba Schwazze
RBC Capital Markets
Sienna Senior Living Inc.
Playmaker Capital Inc.
- Acted for NorthWest Healthcare Properties REIT on several matters, including on its $215.3m public offering of trust units.
- Advised Canaccord Genuity Group on its offer to repurchase for cancellation up to $100m of its common shares, and also on an amendment to its TSX-listed convertible unsecured senior subordinated debentures; worth a combined $225m.
- Acted for BSR REIT on an at-the-market equity program, allowing it to issue up to $150m of trust units, and also on its public offering of trust units to a syndicate of underwriters on a bought deal basis, among other matters.
Lawyers at Norton Rose Fulbright ‘distil complicated issues down and provide pragmatic advice‘, according to clients. The group is also frequently highlighted for its ability to plug into its global network for support on cross-border offerings, such as its recent advice to Parkland Corporation on its $800m offering of senior unsecured notes. Led from Calgary by corporate finance specialist Marcus Archer, the Parkland deal also involved teams in Montreal, Dallas, Houston, New York and London. Calgary is also the seat of Kirsty Sklar; she co-chairs the national securities practice together with Montreal-based Elliot Shapiro, Toronto-based Andrea Brewer and Kristopher Miks, who splits his time between Vancouver and Toronto.
‘Having served our company for 20 years, the Norton Rose team understands our business and needs very well. They bring the required resources to bear seamlessly and deliver on commitments. They help to distil complicated issues down and provide pragmatic advice.’
‘Broad knowledge of the energy sector; plugged into deals and industry themes. The firm is very responsive when I need time sensitive legal advice. They always put me in touch with the right partner/group regardless of the ask.’
‘The team has a diversified experience set across all areas of corporate and personal law. Their global practice helps to serve diverse corporate needs with multi-jurisdictional requirements. The securities practice is highly experienced and reliable in all regulatory reporting requirements.’
‘The partners and staff make themselves available at all times. They understand the need for practical legal service in situations where business-friendly and forward-thinking serves the clients needs vs more extensive legal billing.’
‘We found that the team embodied a number of key characteristics which investment bankers look for in securities lawyers: professionalism, responsiveness, deep and relevant experience, sound judgement, knowledge of applicable legal and regulatory requirements, and attention to detail.’
‘I have dealt with Kristopher Miks on a number of occasions and from the outset I felt significant comfort having him act on our behalf. He brought extensive prior experience and was able to effectively drive the process from a legal and diligence perspective.’
‘Marcus Archer is our lead partner. He is exceptionally responsive, provides pragmatic advice, is a technical expert himself, seamlessly brings in other technical specialists when required and serves us very well.’
‘Great at providing prudent, timely and pragmatic advice. Truly trusted advisors to a transaction or in maintaining proper corporate governance. Even if it’s outside their wheelhouse, they are great about liaising and bridging any relationships.’
RBC Dominion Securities Inc.
BMO Capital Markets Corp.
Amcomri Entertainment Inc.
VerticalScope Holdings Inc.
Echelon Wealth Partners Inc.
Coveo Solutions Inc.
Brachium2 Capital Corp.
Athabasca Oil Corp.
Bausch Health Companies
Syndicate of agents co-led by CIBC World Markets Inc.
Enthusiast Gaming Holdings Inc.
WeCommerce Holdings Ltd.
Alpha Blue Ocean
- Advised Parkland Corporation on its $800m offering of senior unsecured notes.
- Advised Coveo Solutions on its C$215m IPO of subordinate voting shares on the TSX.
- Acted for Visa on its €3bn cross-border offering of senior notes.
Bennett Jones LLP’s robust issuer-focused practice continues to shine in energy and natural resources-related matters, while also building its profile in the infrastructure, technology and cannabis spheres. In a key example of its industry sweet spot, Calgary-based department co-head John Piasta advised Gibson Energy on filing a final short form base shelf prospectus with the securities regulators in each province of Canada to renew its C$3bn base shelf prospectus. Toronto-based Kristopher Hanc co-heads a group that also includes trading and derivatives lead Mark Powell, corporate co-head Brent Kraus and Harinder Basra, who has a focus on the upstream oil and gas segment; all three partners are in Calgary.
- Acted for Canadian Pacific Railway Company on its new debt offering of C$2.2bn in Canada and $6.7bn in the US, to fund the cash consideration of Canadian Pacific Railway’s cross-border merger with Kansas City Southern.
- Advised Gibson Energy on filing a final short form base shelf prospectus with the securities regulators in each province of Canada to renew Gibson’s C$3bn base shelf prospectus.
- Advised Osisko Green Acquisition, a SPAC, on its C$250m IPO.
Burnet Duckworth & Palmer LLP
Impressing with its ‘truly client-focused approach’, Burnet Duckworth & Palmer LLP acts on a steady stream of public and private debt and equity issuances. Energy-related offerings provide the bulk of mandates, though the firm also recently handled securities matters in the technology, financial services and cannabis spheres. Corporate finance partners Edward Brown and Lindsay Cox co-lead the team, with Syd Abougoush and Bronwyn Inkster also highlighted as ‘top-notch’.
‘The BDP team has been great at handling a lot of bespoke transactions as well as disclosure issues for us. They approach each issue with a truly client-focused approach.’
‘BDP has a diverse team, which really adds to its service quality with an ability to bring a diverse set of views and insights to every deal.‘
‘BDP is top notch, specifically Syd Abougoush and Bronwyn Inkster. We throw a lot at them and often have demanding timelines and unique transactions. They are always able to meet our deadlines (even when we know they are very tight) and bring a level of professionalism that is unmatched.’
Syndicate of underwriters led by Acumen Capital Finance Partners Limited and Canaccord Genuity Corp.
Blackline Safety Corp.
Bengal Energy Ltd.
Inter Pipeline Ltd.
Tourmaline Oil Corp.
ARC Resources Ltd.
Alaris Equity Partners Income Trust
Topaz Energy Corp.
NuVista Energy Ltd.
Topaz Energy Corp.
Decibel Cannabis Corp.
Obsidian Energy Ltd.
Ag Growth International Inc.
Headwater Exploration Inc.
Freehold Royalties Ltd.
- Represented Inter Pipeline on its C$1bn issuance of senior unsecured notes.
- Acted for ARC Resources on a C$1bn private placement of senior unsecured notes.
In addition to its far-reaching international platform, Dentons stands out for its broad national coverage, which takes in six offices across Alberta, British Columbia, Ontario and Quebec. Cannabis remains a core industry for the group, with Toronto-based sector specialist Eric Foster noted for his expertise in this area. Other key contacts include capital markets and private equity-focused Dan Shea; Toronto-based Ora Wexler, who specializes in cross-border offerings; and Calgary-based Bennett Wong, who spearheads the securities and corporate finance group nationally.
BMO Capital Markets
National Bank Financial Markets
RBC Capital Markets
Seaport Global Securities
CIBC Capital Markets
Citigroup Global Markets
Capital Power Corporation
Aya Gold & Silver Inc.
Tenet Fintech Group Inc.
VIQ Solutions Inc.
Halo Collective Inc.
- Advised the agents, led by Scotiabank, BMO Capital Markets and TD Securities, on Enbridge Inc’s C$1.5bn dual-tranche public offering of sustainability-linked notes and medium-term notes.
- Advised the underwriters, led by National Bank Financial Markets and RBC Capital Markets, on Tamarack Valley Energy’s C$200m private placement of sustainability-linked notes.
- Advised the agents, led by Seaport Global Securities and Canaccord Genuity on Curaleaf Holdings’ $475m private placement of senior secured notes, including a $50m reopening of the initial offering.