Gillian R. Stacey

Partner

Gillian R. Stacey

Gillian R. Stacey

Partner

“A phenomenally good lawyer. She can cut through verbiage and get to the heart of the issue.”
Client – Chambers Global 2015

Gillian advises on a broad range of acquisitions, financings and technology transactions. Public and private companies and private equity funds, in Canada and internationally, trust her to advise on their critical mergers, acquisitions and dispositions, and fund structuring. They value Gillian’s extensive technology knowledge and experience and, as one client noted, “incredibly solid knowledge of underlying law.” (Chambers Global 2014)

Clients rely on Gillian’s in-depth experience in debt and equity securities financings, including project and ABL financings. She advises on multijurisdictional, multi-lender secured financings.

Gillian acts as general counsel for companies of all sizes and in various industries, in matters ranging from technology transactions to shareholder disputes and general corporate issues. She regularly advises on specialty technology matters, including privacy law, CASL, outsourcing, e-commerce and online gaming.

Gillian is a member of the Ontario Securities Commission’s Fintech Advisory Committee.

Gillian R. Stacey

Partner

“A phenomenally good lawyer. She can cut through verbiage and get to the heart of the issue.”
Client – Chambers Global 2015

Gillian advises on a broad range of acquisitions, financings and technology transactions. Public and private companies and private equity funds, in Canada and internationally, trust her to advise on their critical mergers, acquisitions and dispositions, and fund structuring. They value Gillian’s extensive technology knowledge and experience and, as one client noted, “incredibly solid knowledge of underlying law.” (Chambers Global 2014)

Clients rely on Gillian’s in-depth experience in debt and equity securities financings, including project and ABL financings. She advises on multijurisdictional, multi-lender secured financings.

Gillian acts as general counsel for companies of all sizes and in various industries, in matters ranging from technology transactions to shareholder disputes and general corporate issues. She regularly advises on specialty technology matters, including privacy law, CASL, outsourcing, e-commerce and online gaming.

Gillian is a member of the Ontario Securities Commission’s Fintech Advisory Committee.

Blue Wolf Capital Partners

Acted as Canadian counsel to Blue Wolf Capital Partners in the US$258-million sale to Conifex Timber Inc. of the Suwannee Sawmill in Florida and the Caddo River Sawmill in Arkansas. The purchase price for the sawmills was satisfied, in part, by the issuance of 9,898,461 million common shares of Conifex and 3,500,000 million warrants.

Canadian Imperial Bank of Commerce

Acted for Canadian Imperial Bank of Commerce (CIBC) in a mutual agreement with a grocery retailer regarding their long-running arrangement and the wind down of the retail on-line bank branded by that grocery retailer and provided by CIBC.

BMO Nesbitt Burns Inc. and TD Securities Inc.

Acted for BMO Nesbitt Burns Inc. and TD Securities Inc., as placement agents, and The Toronto-Dominion Bank and Bank of Montréal, as lenders, in connection with the private placement of $400 million aggregate principal amount of 3.310% Fixed Rate Senior Secured Notes due November 30, 2029 by, and the establishment of $33.5 million of credit facilities for, H2O Power Limited Partnership, a joint venture between Public Sector Pension Investment Board and BluEarth Renewables Inc., that owns and operates eight hydroelectric generating facilities in Ontario with a total installed capacity of approximately 142 MW. H2O Power Limited Partnership is the third largest provider of hydroelectric power in Ontario.

Atlas Holdings LLC

Acted for Atlas Holdings in connection with Atlas's acquisition of an 80% equity interest in Millar Western Forest Products and Atlas's exchange of high-yield notes for new secured high-yield notes as the supporting noteholder for Millar Western's US$210-million note exchange transaction. The note exchange transaction was implemented under a plan of arrangement under the Canada Business Corporations Act and, together with Atlas's subsequent equity investment by way of a debt for share exchange transaction, significantly reduced Millar Western's indebtedness and strengthened its financial position, enhancing its ability to respond to and capitalize on developments in the forest products industry.

HP Inc.

Acted as Canadian counsel to HP Inc., a world leader in printing, in connection with its US$1.05-billion acquisition of the printer business from Samsung Electronics Co., Ltd.

Government of Canada

Acted for the Government of Canada in connection with the restructuring of the Nuclear Laboratories division of Atomic Energy of Canada Limited (a federal Crown corporation), including (i) the structuring and development of a competitive procurement process for a private sector contractor that will be responsible for the management and operation of AECL's sites, facilities and assets and the performance of AECL's nuclear decommissioning and waste management responsibilities, operating under a government-owned, contractor-operated (GoCo) model, and (ii) the drafting of the principal procurement and transaction documents, including the Request for Proposal and the management and operating agreements.

Forest Resources LLC

Acted for Atlas Holdings LLC and Forest Resources LLC in connection with the sale of their Canadian operations, consisting of CanamPac, Boehmer Box, and Strathcona Paper, to Rosmar Litho, a subsidiary of PaperWorks.

Square, Inc. and Square Canada Inc.

Acted as Canadian counsel to Square, Inc. and Square Canada Inc. in the acquisition of assets of Kili Technologies, a Canadian developer of silicon, electronics and software that simplify and optimize payment processing.

Beretta Farms Inc.

Acted for Beretta Farms Inc. in connection with its acquisition of assets of Prairie Heritage Producers Inc.

Ontario Lottery and Gaming Corporation

Advised Ontario Lottery and Gaming Corporation (OLG) in connection with the negotiation of the arrangements with the primary service provider for OLG's Internet gaming business, PlayOLG.ca.

Square, Inc.

Acted for Square, Inc. in connection with the expansion into Canada of its electronic payment service that allows users to accept credit card payments through their mobile devices.

Spectrum Brands, Inc.

Acted as Canadian counsel for Spectrum Brands, Inc. in connection with its US$1.4 billion acquisition of the global Hardware & Home Improvement Group (HHI) of Stanley Black & Decker, Inc.

Bulletin

Suspension of Private Relief: CASL’s Private Right of Action Delayed

June 09, 2017 - Since its implementation in July 2014, Canada’s anti-spam law, or CASL, has continued to generate a fair amount of controversy due to its broad application and the availability of significant administrative monetary penalties. As we described in prior publications (The Other Shoe Drops: The...

Bulletin

The Other Shoe Drops: The Private Right of Action Under CASL

Apr. 26, 2017 - The bulk of Canada’s anti-spam law, known colloquially as CASL, came into force on July 1, 2014. CASL sets out strict rules for a variety of online behaviours and is considered the strictest anti-spam law in the world, providing for administrative monetary penalties (AMPs) of up to $1 million for...

Speaking Engagement

The Law Society of Upper Canada, seminar, “Tech-know-logy for Litigators-Paperless Trials and Computer File Security”

Oct. 13, 2016

Speaking Engagement

INSIGHT Information, Legaltech Toronto, “How to Create a Balanced Approach to Maximize ROI of Technology Investments”

Sept. 23, 2016

Bulletin

Digital Privacy Act

July 02, 2015 - On June 18, 2015, the Digital Privacy Act (Act) came into effect, amending the Personal Information Protection and Electronic Documents Act (PIPEDA) and implementing significant amendments to the private sector privacy regime. The amendments include the expansion of the Privacy...

Bulletin

First Penalty Issued Under Canada’s New Anti-Spam Law

Mar. 11, 2015 - On March 5, 2015, the Canadian Radio-television and Telecommunications Commission (CRTC) issued its first Notice of Violation under Canada’s anti-spam legislation (known as CASL), which came into force on July 1, 2014. Despite its name, CASL is not limited to what one might normally consider spam...

Speaking Engagement

The Law Society of Upper Canada, Investigative Internet Research for Litigators seminar, “Save Trees- Make Law- How to Use an IPad or Tablet Device Effectively in Your Practice”

Feb. 23, 2015

Bulletin

CRTC Releases Much-Needed Guidance on CASL's Computer Program Provisions

Nov. 17, 2014 - Canada’s Anti-Spam Legislation (CASL), which came into force in July this year and targets unsolicited commercial electronic messages, also aims to curtail malicious software such as malware and spyware. CASL achieves this objective by requiring express consent for the installation of computer...

Guide

Discussion Paper: The Quality of the Shareholder Vote in Canada

Oct. 22, 2010 - Reason for the PaperAs a firm, we have extensive experience with shareholder meetings. Some of these meetings are routine, others involve proxy battles, the approval of important transactions or votes on governance matters such as shareholder rights plans or stock option plans. Together with our...

Report on Business/Lexpert Special Edition Canada’s Leading Energy Lawyers

The Canadian Legal Lexpert Directory—Corporate Commercial Law

Lexology Client Choice Awards USA & Canada (2013)—Mergers and Acquisitions for Ontario

Bar Admissions

Ontario, 1994

Education

University of Cambridge, LLM, 1993
University of Western Ontario, LLB (with Distinction), 1991

Board Memberships

Casey House, vice-chair (former chair)

Community Involvement

Ontario Securities Commission, Fintech Advisory Committee

Teaching Engagements

Gillian is an adjunct professor at the University of Toronto Faculty of Law, teaching The Legal Challenges of Digital Environments as part of the new Global Professional Master of Laws program in Innovation, Law and Technology.

“A phenomenally good lawyer. She can cut through verbiage and get to the heart of the issue.”
Client – Chambers Global 2015

Gillian advises on a broad range of acquisitions, financings and technology transactions. Public and private companies and private equity funds, in Canada and internationally, trust her to advise on their critical mergers, acquisitions and dispositions, and fund structuring. They value Gillian’s extensive technology knowledge and experience and, as one client noted, “incredibly solid knowledge of underlying law.” (Chambers Global 2014)

Clients rely on Gillian’s in-depth experience in debt and equity securities financings, including project and ABL financings. She advises on multijurisdictional, multi-lender secured financings.

Gillian acts as general counsel for companies of all sizes and in various industries, in matters ranging from technology transactions to shareholder disputes and general corporate issues. She regularly advises on specialty technology matters, including privacy law, CASL, outsourcing, e-commerce and online gaming.

Gillian is a member of the Ontario Securities Commission’s Fintech Advisory Committee.

Blue Wolf Capital Partners

Acted as Canadian counsel to Blue Wolf Capital Partners in the US$258-million sale to Conifex Timber Inc. of the Suwannee Sawmill in Florida and the Caddo River Sawmill in Arkansas. The purchase price for the sawmills was satisfied, in part, by the issuance of 9,898,461 million common shares of Conifex and 3,500,000 million warrants.

Canadian Imperial Bank of Commerce

Acted for Canadian Imperial Bank of Commerce (CIBC) in a mutual agreement with a grocery retailer regarding their long-running arrangement and the wind down of the retail on-line bank branded by that grocery retailer and provided by CIBC.

BMO Nesbitt Burns Inc. and TD Securities Inc.

Acted for BMO Nesbitt Burns Inc. and TD Securities Inc., as placement agents, and The Toronto-Dominion Bank and Bank of Montréal, as lenders, in connection with the private placement of $400 million aggregate principal amount of 3.310% Fixed Rate Senior Secured Notes due November 30, 2029 by, and the establishment of $33.5 million of credit facilities for, H2O Power Limited Partnership, a joint venture between Public Sector Pension Investment Board and BluEarth Renewables Inc., that owns and operates eight hydroelectric generating facilities in Ontario with a total installed capacity of approximately 142 MW. H2O Power Limited Partnership is the third largest provider of hydroelectric power in Ontario.

Atlas Holdings LLC

Acted for Atlas Holdings in connection with Atlas's acquisition of an 80% equity interest in Millar Western Forest Products and Atlas's exchange of high-yield notes for new secured high-yield notes as the supporting noteholder for Millar Western's US$210-million note exchange transaction. The note exchange transaction was implemented under a plan of arrangement under the Canada Business Corporations Act and, together with Atlas's subsequent equity investment by way of a debt for share exchange transaction, significantly reduced Millar Western's indebtedness and strengthened its financial position, enhancing its ability to respond to and capitalize on developments in the forest products industry.

HP Inc.

Acted as Canadian counsel to HP Inc., a world leader in printing, in connection with its US$1.05-billion acquisition of the printer business from Samsung Electronics Co., Ltd.

Government of Canada

Acted for the Government of Canada in connection with the restructuring of the Nuclear Laboratories division of Atomic Energy of Canada Limited (a federal Crown corporation), including (i) the structuring and development of a competitive procurement process for a private sector contractor that will be responsible for the management and operation of AECL's sites, facilities and assets and the performance of AECL's nuclear decommissioning and waste management responsibilities, operating under a government-owned, contractor-operated (GoCo) model, and (ii) the drafting of the principal procurement and transaction documents, including the Request for Proposal and the management and operating agreements.

Forest Resources LLC

Acted for Atlas Holdings LLC and Forest Resources LLC in connection with the sale of their Canadian operations, consisting of CanamPac, Boehmer Box, and Strathcona Paper, to Rosmar Litho, a subsidiary of PaperWorks.

Square, Inc. and Square Canada Inc.

Acted as Canadian counsel to Square, Inc. and Square Canada Inc. in the acquisition of assets of Kili Technologies, a Canadian developer of silicon, electronics and software that simplify and optimize payment processing.

Beretta Farms Inc.

Acted for Beretta Farms Inc. in connection with its acquisition of assets of Prairie Heritage Producers Inc.

Ontario Lottery and Gaming Corporation

Advised Ontario Lottery and Gaming Corporation (OLG) in connection with the negotiation of the arrangements with the primary service provider for OLG's Internet gaming business, PlayOLG.ca.

Square, Inc.

Acted for Square, Inc. in connection with the expansion into Canada of its electronic payment service that allows users to accept credit card payments through their mobile devices.

Spectrum Brands, Inc.

Acted as Canadian counsel for Spectrum Brands, Inc. in connection with its US$1.4 billion acquisition of the global Hardware & Home Improvement Group (HHI) of Stanley Black & Decker, Inc.

Bulletin

Suspension of Private Relief: CASL’s Private Right of Action Delayed

June 09, 2017 - Since its implementation in July 2014, Canada’s anti-spam law, or CASL, has continued to generate a fair amount of controversy due to its broad application and the availability of significant administrative monetary penalties. As we described in prior publications (The Other Shoe Drops: The...

Bulletin

The Other Shoe Drops: The Private Right of Action Under CASL

Apr. 26, 2017 - The bulk of Canada’s anti-spam law, known colloquially as CASL, came into force on July 1, 2014. CASL sets out strict rules for a variety of online behaviours and is considered the strictest anti-spam law in the world, providing for administrative monetary penalties (AMPs) of up to $1 million for...

Speaking Engagement

The Law Society of Upper Canada, seminar, “Tech-know-logy for Litigators-Paperless Trials and Computer File Security”

Oct. 13, 2016

Speaking Engagement

INSIGHT Information, Legaltech Toronto, “How to Create a Balanced Approach to Maximize ROI of Technology Investments”

Sept. 23, 2016

Bulletin

Digital Privacy Act

July 02, 2015 - On June 18, 2015, the Digital Privacy Act (Act) came into effect, amending the Personal Information Protection and Electronic Documents Act (PIPEDA) and implementing significant amendments to the private sector privacy regime. The amendments include the expansion of the Privacy...

Bulletin

First Penalty Issued Under Canada’s New Anti-Spam Law

Mar. 11, 2015 - On March 5, 2015, the Canadian Radio-television and Telecommunications Commission (CRTC) issued its first Notice of Violation under Canada’s anti-spam legislation (known as CASL), which came into force on July 1, 2014. Despite its name, CASL is not limited to what one might normally consider spam...

Speaking Engagement

The Law Society of Upper Canada, Investigative Internet Research for Litigators seminar, “Save Trees- Make Law- How to Use an IPad or Tablet Device Effectively in Your Practice”

Feb. 23, 2015

Bulletin

CRTC Releases Much-Needed Guidance on CASL's Computer Program Provisions

Nov. 17, 2014 - Canada’s Anti-Spam Legislation (CASL), which came into force in July this year and targets unsolicited commercial electronic messages, also aims to curtail malicious software such as malware and spyware. CASL achieves this objective by requiring express consent for the installation of computer...

Guide

Discussion Paper: The Quality of the Shareholder Vote in Canada

Oct. 22, 2010 - Reason for the PaperAs a firm, we have extensive experience with shareholder meetings. Some of these meetings are routine, others involve proxy battles, the approval of important transactions or votes on governance matters such as shareholder rights plans or stock option plans. Together with our...

Report on Business/Lexpert Special Edition Canada’s Leading Energy Lawyers

The Canadian Legal Lexpert Directory—Corporate Commercial Law

Lexology Client Choice Awards USA & Canada (2013)—Mergers and Acquisitions for Ontario

Bar Admissions

Ontario, 1994

Education

University of Cambridge, LLM, 1993
University of Western Ontario, LLB (with Distinction), 1991

Board Memberships

Casey House, vice-chair (former chair)

Community Involvement

Ontario Securities Commission, Fintech Advisory Committee

Teaching Engagements

Gillian is an adjunct professor at the University of Toronto Faculty of Law, teaching The Legal Challenges of Digital Environments as part of the new Global Professional Master of Laws program in Innovation, Law and Technology.