Davies

Jay A. Swartz

Jay Swartz is a partner in the Corporate/Commercial, Capital Markets, Financial Restructuring & Insolvency, Mergers & Acquisitions, Private Equity, Banking and Infrastructure practices. He has a diverse commercial practice with particular emphasis on banking, debt financings, financial product development, structured finance, corporate restructurings, private equity funds and private company acquisitions.

Jay has been involved with numerous corporate restructurings, representing borrowers, lenders, investors, boards and receivers/monitors. He has been active in the establishment of numerous domestic and international funds for private equity investment in a variety of sectors, including mezzanine debt, venture capital, technology investment, distress investing and buy-out funds. In addition, Jay has been involved in all aspects of merchant banking transactions dealing with acquisitions, multi-tiered financings, equity ownership, corporate governance and employee incentive and compensation arrangements. This involved a co-ordination of the multi-disciplinary team of legal specialists at the firm as well as other advisors.

Jay, together with other partners at the firm, has been instrumental in the development of the asset-backed securities business in Canada, having developed a variety of products to be sold to short and medium-term investors and to provide financing for mortgage receivables, lease receivables, government obligations, automobile loans, mutual fund deferred charges, car rental revenue and similar financial obligations.

In the financial products area, Jay has worked with bankers and investment dealers to develop products designed to strip and repackage corporate debt obligations, monetize future commodity production, defease corporate debt and provide tax-assisted financing for companies in financial distress. Jay has been involved in Canada's first financings secured by highway toll revenues, airport revenues and funding for school boards. In addition, Jay has been involved in numerous project financings, including several involving public sector assets. He has significant experience in bank regulatory matters and the regulation of financial institutions generally. A significant portion of this work has been related to the role of foreign banks in the Canadian banking system.

Representative Work

  • Acted for Postmedia Network Inc. in the acquisition of the publishing business of Canwest LP under a sale proceeding conducted pursuant to the Companies' Creditors Arrangement Act. The assets included the largest publisher of English-language newspapers in Canada as well as an extensive portfolio of digital media and online assets. The aggregate enterprise value of the assets was estimated to be $1.1 billion. Also acted throughout the CCAA proceedings for an Ad Hoc Committee of Noteholders, comprised of 18 investment funds, which held the majority of Canwest LP's outstanding indebtedness and which provided a $250-million equity commitment to permit the acquisition.

  • Acted for Newshore Financial and the conduits sponsored by it in connection with the restructuring of $7 billion of assets in such conduits as part of the recent restructuring of $32 billion of non-bank sponsored asset-backed commercial paper.

  • Acting for Ernst & Young Inc., a Court-appointed Monitor, in connection with the restructuring of Quebecor World Inc. and 53 of its subsidiaries in excess of US$2.8 billion of liabilities and emerged from protection under the Companies' Creditors Arrangement Act and Chapter 11 of the U.S. Bankruptcy Code pursuant to Plans of Reorganization approved by creditors and courts in both countries.

  • Acted for the Province of Ontario in the formation of the $205-million Ontario Venture Capital Fund.

  • Acted as Canadian counsel for Najafi Companies in its acquisition of C International Income Fund (formerly Cinram International Income Fund). The transaction was implemented as a sale proceeding under the Companies' Creditors Arrangement Act (with recognition proceedings commenced under Chapter 15 of the United States Bankruptcy Code).

  • Acted for subsidiaries of Grupo FerroAtlántica, S.A. in a successful bid for the acquisition of the solar-grade silicon assets of Timminco Inc. and Bécancour Silicon Inc. in connection with their insolvency proceedings under the Companies' Creditors Arrangement Act.

  • Acted as special counsel to the Board of Directors of ING Bank of Canada in connection with the $3.1 billion acquisition of ING Bank of Canada by Scotiabank.

  • Acting for the board of directors of ConCreate USL (G.P.) Inc. in connection with insolvency proceedings.

  • Acted for PriceWaterhouseCoopers Inc. as information officer in the matter of Bowe Bell + Howell, the maker of high-speed mail-sorting equipment and software developer.

  • Acting for RSM Richter Inc. as receiver in the matter of Polar Group.

  • Acted for MMFX Technologies Corporation in the Companies' Creditors Arrangement Act proceedings of its Canadian subsidiaries and the sale of Canadian assets to its secured lender.

  • Acted for Brainhunter Inc. and its subsidiaries in an acquisition by Zylog Systems (Canada) Ltd. and Zylog Systems (India) Limited pursuant to the Companies' Creditors Arrangement Act.

  • Acting for a committee of bondholders of Redcorp Ventures in conjunction with Canadian Companies' Creditors Arrangement Act and receivership proceedings.

  • Acted for DBRS Limited in connection with its rating of the new debt obligations issued under the restructuring of $32 billion of non-bank sponsored asset-backed commercial paper.

  • Acted for the Province of Ontario in the formation of the Ontario Emerging Technologies Fund.

  • Acted as counsel for Cooper-Standard Automotive Canada Limited in its filing under the Companies' Creditors Arrangement Act and related proceedings under Chapter 11.

  • Acted on behalf of the court-appointed Monitor, RSM Richter Inc., in the restructuring of Eddie Bauer under the Companies' Creditors Arrangement Act and Chapter 11.

  • Acted for WatchGuard Technologies, Inc. in its acquisition of the assets of BorderWare Technologies Inc. from a court-appointed receiver.

  • Acted for Fuel Systems Solutions Inc. in its acquisition of the assets and technology of FuelMaker Corporation from a subsidiary of American Honda Motor Co., Inc.

  • Acted as Canadian counsel for General Electric Capital Corporation on Canadian regulatory matters in connection with its acquisition of a commercial financing portfolio from CitiCapital Commercial Corporation and its affiliates in a transaction valued at US$13.2 billion.

  • Acted for Sleep Country Canada Income Fund in its sale to Birch Hill Equity Partners and Westerkirk Capital Inc. in a negotiated takeover bid valued at $356 million.

  • Acted for the Special Committee of Creststreet Power & Income Fund LP in connection with its strategic alternatives review process which culminated in the $121.6-million sale of its windpower subsidiaries to an affiliate of FPL Energy, LLC and the distribution of its net assets to unitholders.

  • Acted as Canadian counsel to the Official Committee of Unsecured Creditors in the cross-border U.S. Chapter 11 and Companies' Creditors Arrangement Act proceedings pertaining to Pope & Talbot Ltd.

  • Acted for Dundee Securities Corporation in connection with the restructuring of approximately $2 billion of short-term debt obligations and contractual obligations of Skeena Capital Trust, a Canadian third-party asset-backed commercial paper conduit. This transaction was the first negotiated restructuring of a Canadian third-party asset-backed commercial paper conduit affected by the August 2007 Canadian asset-backed commercial paper market disruption.

  • Acted for Lehman Brothers in connection with the US$360-million purchase and resale of senior notes of Calpine Canada Resources Company.

  • Acted for the Inspector in the winding-up of Confederation Life Insurance Company.

  • Acted for private equity fund EdgeStone Capital Equity Fund III, LP in its $70-million negotiated takeover bid for Stephenson's Rental Services Income Fund.

  • Acted for RSM Richter Inc. as monitor of MuscleTech Development Inc. under the Companies' Creditors Arrangement Act and proceedings under Chapter 15 of the U.S. Bankruptcy Code.

  • Acted for CanWest Global Communications Corp., which with Torstar Corporation and Metro International S.A. formed a joint venture to publish English-language free daily newspapers in various Canadian cities. Subsidiaries of CanWest and Torstar will each have a 37.5% interest and a subsidiary of Metro International will have a 25% interest in the new venture.

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Recognition

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  • Named Toronto Insolvency and Financial Restructuring Law "Lawyer of the Year" 2013 by The Best Lawyers in Canada®.
  • Recognized as a Fellow of the Insolvency Institute of Canada
  • Recognized as a leading business law practitioner in Law Business Research's Who's Who Legal and Who's Who Legal: Canada in the areas of Banking and Insolvency & Restructuring; The International Who's Who of Business Lawyers as a foremost banking and project finance legal practitioner; and The International Who's Who of Insolvency & Restructuring Lawyers and Who's Who of Capital Markets Lawyers as a leading practitioner.
  • Recognized annually in Chambers Global: The World's Leading Lawyers for Business, since 2001, as a leading lawyer in banking and finance, restructuring/insolvency and corporate/M&A. Peers have commented: "[he] is a strategic and intelligent lawyer who can do everything well".
  • Recognized annually in The Canadian Legal Lexpert® Directory as a most frequently recommended lawyer in banking law, consistently recommended lawyer in asset/equipment finance and leasing, corporate and commercial, corporate finance and securities, insolvency and project finance, and repeatedly recommended lawyer in asset securitization, derivatives and M&A.
  • Recognized in the Lexpert®/American Lawyer Guide to the Leading 500 Lawyers in Canada, the Lexpert® Guide to the Leading US/Canada Cross-border Corporate Lawyers, and Lexpert®/Thomson's Guide to Canada's 100 Most Creative Lawyers.
  • Recognized in the IFLR1000: Guide to the World's Leading Business Law Firms.
  • Recognized in Expert Guides' Guide to the World's Leading Banking Lawyers and Guide to the World's Leading Structured Finance and Securitization Lawyers.
  • Recognized in the PLC Which lawyer? Yearbook as a highly recommended lawyer for corporate/M&A and restructuring and insolvency, as well as being listed as a recommended lawyer in the banking and finance and the private equity/venture capital areas.
  • Recognized by The Best Lawyers in Canada in the areas of Banking, Corporate, Derivatives, Equipment Finance, Insolvency & Financial Restructuring, Mergers & Acquisitions and Project Finance.

Professional Affiliations

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Fellow, American College of Commercial Finance Lawyers

Member, International Association of Restructuring, Insolvency & Bankruptcy Professionals (INSOL)

Member, Insolvency Institute of Canada

Board Memberships

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  • Past-President and Director, Insolvency Institute of Canada
  • Director, Industrial and Commercial Bank of China (Canada)
  • Director, Oshawa Public Utilities Corporation

Community Involvement

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  • Vice-Chair, Pine River Institute

Teaching Engagements

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Jay has acted as an instructor in the Advanced Business Law Workshop which is taught to a selected group of third year law students at Osgoode Hall Law School. Jay has been a guest lecturer at Osgoode Hall Law School, the University of Western Ontario Law School and the York University Faculty of Business Administration.

Speaking Engagements

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Jay has spoken at numerous conferences and seminars on a variety of topics, including bank financings, asset securitization, financial product development, swap and derivative transactions, corporate governance, shareholder arrangements and insolvency matters.

Articles and Publications

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Jay Swartz
Jay A. Swartz
Partner
Office:
Toronto
Tel:
416.863.5520
Email:
jswartz@dwpv.com
Bar Admissions:

Ontario, 1975

Education:

Osgoode Hall Law School, LL.B., 1973

York University, B.A. (with Distinction) (Economics), 1970