Sarah V. Powell

Partner

Sarah V. Powell

Sarah V. Powell

Partner

Bar Admissions
  • Ontario, 1993

“Sarah Powell is a wizard on environmental matters.” (Client – Chambers Global 2016)

Sarah uses her thorough understanding of evolving issues in environmental and energy law to provide clients with practical, concise advice. She works with clients – both directly and as a member of Davies’ transaction teams – to evaluate environmental and social risks in Canadian and international deals.

Mining, renewable energy and Indigenous issues are significant areas of focus. Sarah is also very successful at advocating before administrative tribunals regarding permitting for infrastructure, resource development and manufacturing projects.

Sarah is a member of our Management Committee. She is deeply involved in the development and reform of Canadian environmental law and has held many leadership roles in prominent legal and business organizations.

Sarah V. Powell

Partner

“Sarah Powell is a wizard on environmental matters.” (Client – Chambers Global 2016)

Sarah uses her thorough understanding of evolving issues in environmental and energy law to provide clients with practical, concise advice. She works with clients – both directly and as a member of Davies’ transaction teams – to evaluate environmental and social risks in Canadian and international deals.

Mining, renewable energy and Indigenous issues are significant areas of focus. Sarah is also very successful at advocating before administrative tribunals regarding permitting for infrastructure, resource development and manufacturing projects.

Sarah is a member of our Management Committee. She is deeply involved in the development and reform of Canadian environmental law and has held many leadership roles in prominent legal and business organizations.

PSP Investments

Acted for PSP Investments in its strategic initiatives with Pattern Energy Group Inc., including (i) the acquisition of a 9.9% interest in Pattern Energy; (ii) the joint venture between PSP and Pattern Energy to co-invest in various renewable projects; (iii) the joint acquisition with Pattern Energy of a 51% and 49% interest, respectively, in the 179 MW Meikle wind project in British Columbia and the 143 MW Mont Sainte-Marguerite wind project in Québec; and (iv) the acquisition of 49% of the Class B interests held by Pattern in the Panhandle 2 wind project in Texas.

Kinepolis Group NV

Acting for Kinepolis Group NV in its $123-million acquisition of Landmark Cinemas Canada LP, Canada's second-largest movie theatre exhibition company.

Windstream Energy LLC

Acted as an expert for Windstream Energy LLC in an arbitration under the North American Free Trade Agreement regarding Ontario's regulatory framework for the approval of a 300 MW offshore wind power project.

Samsung Renewable Energy Inc., Pattern Renewable Holdings Canada ULC and Capital Power Corporation

Represented wind power developers (Samsung Renewable Energy Inc., Pattern Renewable Holdings Canada ULC and Capital Power Corporation) in successfully defending the appeals of two renewable energy approvals from Ontario's Environmental Review Tribunal to Ontario's Divisional Court for the K2 Wind Project and the Armow Wind Project and the appellants' subsequent motions for leave to appeal to the Ontario Court of Appeal.

Samsung Renewable Energy Inc., Pattern Renewable Holdings Canada ULC and Capital Power Corporation

Represented Samsung Renewable Energy Inc., Pattern Renewable Holdings Canada ULC and Capital Power Corporation in six appeals before the Environmental Review Tribunal responding to challenges to some of the largest wind energy projects undertaken in Ontario.

Fortis Inc.

Acted for Fortis Inc. (Fortis) and Fortis Properties Corporation (FPC) in connection with the sale by FPC of its commercial real estate portfolio to Slate Office REIT for $430 million.

New Gold Inc.

Assisted New Gold Inc. in connection with its environmental assessment and endangered species approval process for the Rainy River Project.

Stonebridge Financial Corporation

Acted for Stonebridge Financial Corporation in connection with the establishment of a credit facility for Affinity Wind LP to finance the construction and long-term operation of a 13.2-MW wind farm to be located near Truro, Nova Scotia.

Manulife Financial Corporation

Acted for a group of lenders, comprising the Manufacturers Life Insurance Company, the Caisse de Dépôt et placement du Québec and the Canada Life Assurance Company, in connection with the $491.6-million non-recourse construction and term project financing for the Upper Lillooet River and Boulder Creek run-of-river hydroelectric projects owned by Innergex Renewable Energy Inc. and Ledcor Power Group Ltd.

Manulife Financial Corporation

Acted for The Manufacturers Life Insurance Company in connection with the establishment of credit facilities to finance the construction and long-term operations of the RayLight Solar Project, a 10 MW ground-mount solar project located in Wyebridge, Ontario, which had been awarded a 20-year power purchase contract under Ontario's Feed-in Tariff Program.

Deutsche Bank AG

Acted for Deutsche Bank AG in connection with the establishment of credit facilities to finance the construction of the William Rutley solar project, a 10 MW ground-mount solar project located in Ingleside, Ontario, which had been awarded a 20-year power purchase contract under Ontario's Feed-in Tariff Program.

BHP Billiton

Acted for BHP Billiton in connection with the sale of its diamond business, comprising its controlling interests in the EKATI Diamond Mine and its Diamonds Marketing operations in Belgium, to Dominion Diamond Mines Ltd. for an aggregate cash consideration of US$500 million.

United Steelworkers Union

Acted as co-counsel on behalf of the United Steelworkers Union in connection with the restructuring of Stelco Inc. under the Companies' Creditors Arrangement Act and the establishment of Legacy Lands L.P.

RBC Capital Markets and Scotiabank

Acted for the syndicate of underwriters, led by RBC Capital Markets and Scotiabank, in connection with a US$166-million bought deal public offering of common shares of New Gold Inc. The net proceeds from the offering were used to finance the completion of the construction of the Rainy River gold project in Ontario, Canada.

Amcor Rigid Plastics USA, Inc.

Acted for Amcor Rigid Plastics USA, Inc. in connection with its US$280-million acquisition of the North American rigid plastics blow molding operations of Sonoco Products Company, a global packaging company based in the United States.

Manulife Financial Corporation

Acted for the Manufacturers Life Insurance Company in the establishment of credit facilities to finance the long-term operation of 10 ground-mount solar projects located near Temiskaming, West Nipissing and Kingston, Ontario, each of which had been awarded a 20-year power purchase contract under Ontario's Feed-in Tariff Program.

Independent Electricity System Operator

Acted for the Independent Electricity System Operator in connection with its amended agreement with Bruce Power for the refurbishment of six nuclear units at the Tiverton-based nuclear generation station, the world's largest operating nuclear facility. The amended agreement secures 6,300 megawatts of baseload generating capacity for the province of Ontario and will result in an investment by Bruce Power of approximately $13 billion.

FortisOntario Inc.

Acting for FortisOntario Inc., a subsidiary of Fortis Inc., in its partnership with Wataynikaneyap Power LP. The Wataynikaneyap Power LP is a partnership between FortisOntario, 20 First Nation communities in northwestern Ontario and Renewable Energy Systems Canada Inc. that is seeking to build, own and operate electricity transmission infrastructure to connect 16 remote First Nation communities in northwestern Ontario to the province's electricity grid. Currently, electricity in these communities is provided through diesel generation.

Fortis Inc.

Acted for Fortis Inc. in connection with its sale to Energy Ottawa Inc. of 10 run-of-river hydroelectric facilities located in Ontario and New York State representing 31 megawatts of installed operating capacity.

Manulife Financial Corporation

Acted for the Manufacturers Life Insurance Company in connection with the establishment of a $50-million multi-tranche term credit facility to finance the construction and long-term operations of the Rural Energy Solar Portfolio, which consists of 10 photovoltaic ground-mount solar projects located in Temiskaming, New Liskeard and Kingston, Ontario, and is owned by Rural Energy Limited Partnership.

Barrick Gold Corporation

Acted for Barrick Gold Corporation in connection with its $1.005-billion sale of a 50% interest in the Zaldívar copper mine in Chile to Chile-based Antofagasta Plc and related joint venture arrangements.

Fortis Inc.

Acted for Fortis Inc. and Fortis Properties Corporation (FPC) in connection with the sale by FPC of its hotel portfolio to a private investor group for $365 million. The hotel portfolio is comprised of 22 hotels located in seven Canadian provinces.

Manulife Financial Corporation and Sun Life Assurance Company of Canada

Acted for The Manufacturers Life Insurance Company and Sun Life Assurance Company of Canada in connection with the establishment of credit facilities to finance the construction and long-term operation of a 25-MW ground-mount solar project located near Fort Frances, Ontario. The project sponsor is a joint venture between the Rainy River First Nations and certain institutional and other investors. The project had been awarded a 20-year power purchase contract under Ontario's Feed-in Tariff Program, which included an aboriginal price adder as a result of the participation by the Rainy River First Nations.

Deutsche Bank AG

Acted for Deutsche Bank AG in connection with the establishment of credit facilities to finance the construction and long-term operation of two SunEdison sponsored 10 MW ground-mount solar projects known as "Lindsay" and "Solar Spirit", each of which had been awarded a 20-year power purchase contract under Ontario's Feed-in Tariff Program.

Mizuho Bank, Ltd.

Acted for Mizuho Bank, Ltd. in connection with the establishment of credit facilities to finance the construction and long-term operation by SunE Westbrook LP and Oro-Medonte Solar Farm Inc. of two 10-MW ground-mount solar projects, each of which had been awarded a 20-year power purchase contract under Ontario's Feed-in Tariff Program.

Manulife Financial Corporation

Acted for The Manufacturers Life Insurance Company in connection with the establishment of credit facilities to finance the construction and long-term operations of the Mighty Solar Project, a 10 MW ground-mount solar project located in Chesterville, Ontario, which had been awarded a 20-year power purchase contract under Ontario's Feed-in Tariff Program.

Manulife Financial Corporation

Acted for The Manufacturers Life Insurance Company in connection with the establishment of credit facilities to finance the construction and long-term operations of the Val Caron Solar Project, a 10 MW ground-mount solar project near the City of Greater Sudbury, Ontario, which had been awarded a 20-year power purchase contract under Ontario's Feed-in Tariff Program.

Edgecrest Capital Corporation and Canaccord Genuity Corp.

Acted for a syndicate of agents consisting of Edgecrest Capital and Canaccord Genuity in connection with a two tranche public offering of $62-million of convertible unsecured subordinated debentures and common share purchase warrants of North American Palladium Ltd. The securities were offered in Canada by way of a prospectus and in the United States by way of a registration statement filed under the Multi-Jurisdictional Disclosure System.

Northleaf Capital Partners

Acted for Northleaf Capital Partners in connection with its acquisition of Sierra Yoyo Desan Road in British Columbia.

CIT Financial Ltd.

Acted for CIT Financial Ltd. in connection with the establishment of credit facilities to finance the construction and long-term operation of a 10 MW ground-mount solar project in Aylmer, Ontario by Silvercreek Nominee Inc., which had been awarded a 20-year power purchase contract under Ontario's Feed-in Tariff Program.

Mizuho Bank, Ltd.

Acted for Mizuho Bank, Ltd. in connection with the establishment of credit facilities to finance the construction and long-term operation by SunE Demorestville LP and SunE Taylor Kidd LP of two 10 MW ground-mount solar projects, each of which had been awarded a 20-year power purchase contract under Ontario's Feed-in Tariff Program.

Scotia Capital Inc., BMO Nesbitt Burns Inc. and CIBC World Markets Inc.

Acted for a syndicate of agents co-led by Scotia Capital Inc., BMO Nesbitt Burns Inc. and CIBC World Markets Inc. in a private placement of $175-million notes due 2018 issued by Crombie Real Estate Investment Trust. The proceeds of the offering will be used to partially finance Crombie's $990-million purchase of a portfolio of 68 retail properties anchored by Safeway grocery stores in a sale-leaseback transaction with Sobeys Inc. in connection with Sobeys' $5.8 billion acquisition of the assets of Canada Safeway Limited.

Manulife Financial Corporation

Acted for The Manufacturers Life Insurance Company in connection with a $125.8 million project financing of the construction of the 18.9-MW hydroelectric generating facilities located near White River, Ontario.

Manulife Financial Corporation and Sun Life Assurance Company of Canada

Acted for a group of lenders, comprising The Manufacturers Life Insurance Company and Sun Life Assurance Company of Canada, in connection with the $135.2 million non-recourse construction and term project finance for the 60 MW nameplate capacity wind generation project located on McLean's Mountain, Manitoulin Island, Ontario.

Deutsche Bank AG

Acted for Deutsche Bank AG in connection with the establishment of credit facilities to finance the construction by SunE Unity LP of a 10 MW ground-mount solar project near Kingston, Ontario, which had been awarded a 20-year power purchase contract under Ontario's Feed-in-Tariff Program.

Deutsche Bank AG

Acted for Deutsche Bank AG in connection with the establishment of credit facilities to finance the construction by SunE Alfred LP of a 10 MW ground-mount solar project near Ottawa, Ontario, which had been awarded a 20-year power purchase contract under Ontario's Feed-in-Tariff Program.

Stonebridge Financial Corporation and Stonebridge Infrastructure Debt Fund Limited Partnership

Acted for Stonebridge Financial Corporation, Stonebridge Infrastructure Debt Fund Limited Partnership and other lenders in connection with a multi-tranche term credit facility in favour of Firelight Solar L.P. to finance a portfolio of approximately 65 photovoltaic rooftop solar projects.

Stonebridge Financial Corporation

Acted for Stonebridge Financial Corporation in connection with project financing for the Alderville Solar Project in Central Ontario.

Deutsche Bank AG and Manulife Financial Corporation

Acted for Deutsche Bank AG and Manulife Financial Corporation in connection with the establishment of credit facilities to finance the construction and long-term operation by SunE Odessa LP of a 10 MW ground-mount solar project near Kingston, Ontario, which had been awarded a 20-year power purchase contract under Ontario's Feed-in-Tariff Program.

Hydroméga Services Inc.

Acted for Hydroméga Services Inc., as sponsor in partnership with the Dokis First Nation, and Okikendawt Hydro L.P., as borrower, in connection with the project financing of a 10-MW hydroelectric generating facility on the French River in the district of Parry Sound, Ontario.

Deutsche Bank AG

Acted for a syndicate of construction and term lenders led by Deutsche Bank AG, as sole mandated lead arranger, in connection with the establishment of credit facilities to finance the construction and long-term operation by SunE Norfolk Bloomsburg LP of a 10 MW ground-mount solar project near Simcoe, Ontario, which had been awarded a 20-year power purchase contract under Ontario's Feed-in-Tariff Program.

Bayersiche Landesbank, New York Branch

Acted for Bayersiche Landesbank, New York Branch in connection with the establishment of a credit facility to finance the construction by SunE Hwy 2 S LP of a 10 MW ground-mount solar project near Kingston, Ontario, which had been awarded a 20-year power purchase contract under Ontario's Feed-in-Tariff Program.

Manulife Financial Corporation, The Canada Life Assurance Company and The Great-West Life Assurance

Acted for a group of lenders, comprising The Manufacturers Life Insurance Company, The Canada Life Assurance Company and The Great-West Life Assurance Company, in connection with the $168.5-million non-recourse construction and term project financing for the 49.9 MW Kwoiek Creek run-of-river hydroelectric project located in British Columbia.

Stonebridge Financial Corporation

Acted for Stonebridge Financial Corporation and a syndicate of lenders in connection with project financing for the Gesner Wind Farm project in Southwestern Ontario.

CIBC World Markets Inc. and Scotia Capital Inc.

Acted for a syndicate of underwriters co-led by CIBC World Markets inc. and Scotia Capital Inc. in a $67.1-million bought deal public offering of trust units of Crombie Real Estate Investment Trust.

Canaccord Genuity & National Bank Financial

Acted for a syndicate of underwriters led by Canaccord Genuity and National Bank Financial in connection with the $121-million initial public offering of HealthLease Properties Real Estate Investment Trust.

Union Bank, N.A.

Acted for Union Bank, N.A. in connection with the establishment of credit facilities to finance the construction and operation by SunE Sandhurst LP of a ground-mount solar project in Sandhurst, Ontario, which had been awarded a 20-year power purchase contract under Ontario's Renewable Energy Standard Offer Program (the predecessor to Ontario's Feed-in-Tariff Program).

Union Bank, N.A.

Acted for Union Bank, N.A. in connection with the establishment of credit facilities to finance the construction and operation by SunE Rutley LP of a ground-mount solar project in Ingleside, Ontario, the first large-scale solar facility to come online under Ontario's Feed-in-Tariff Program.

Norddeutsche Landesbank Girozentrale, New York Branch

Acted for Norddeutsche Landesbank Girozentrale, New York Branch in the establishment of credit facilities for the acquisition, construction and operation by Starwood SSM3 Canada L.P., of a 10 MW solar power facility in Sault Ste. Marie, Ontario.

Manulife Financial Corporation

Acted for The Manufacturers Life Insurance Company in connection with the project financing of $167 million credit facilities intended to finance the construction of a 31MW hydroelectric project to be located on Cascade Creek north of Stewart, British Columbia.

Teachers' Private Capital

Acted for Teachers' Private Capital on its acquisition of CFM Corp. in a transaction valued at US$230 million.

Barrick Gold Corporation

Acted for Barrick Gold Corporation in the US$250-million structured trade/project financing of its Veladero greenfield gold mine project in Argentina. This deal was selected as Trade Finance Deal of the Year for 2004 in Argentina by Trade Finance magazine and as Americas Mining Deal of the Year for 2004 by Project Finance magazine.

Bulletin

Details Released on Federal Proposal for Pan-Canadian Price on Carbon

May 19, 2017 - On May 18, 2017, following months of speculation on how the federal government will implement its pan-Canadian price on carbon, the government released its technical paper on the federal carbon pricing backstop (Technical Paper). As we previously reported in our October 2016 publication...

Bulletin

Pan-Canadian Price on Carbon

Oct. 04, 2016 - On October 3, Prime Minister Trudeau pre-empted climate negotiations with Canada’s premiers by announcing the federal government’s plan to impose a pan-Canadian price on carbon. The plan requires all Canadian jurisdictions to have a system for carbon pricing in place by 2018, with a view to...

Bulletin

United States Joins Canada and European Union in Adopting Transparency Rules

June 29, 2016 - In line with a global trend for greater transparency of payments made by companies in extractive industries to governments of resource-rich countries, the United States has joined Canada and the European Union in adopting “publish what you pay” rules for such companies. These rules are aimed at...

Bulletin

Ontario’s Cap-and-Trade Regime

May 20, 2016 - Ontario’s Climate Change Mitigation and Low-carbon Economy Act, 2016, which provides for the initial distribution of free allowances at levels comparable to current emissions, passed on May 18, 2016, and its companion regulation (O. Reg. 144/16) was adopted on May 19, 2016. The...

In the News

Opportunity knocks in energy industry crisis, say lawyers – Lexpert

Mar. 28, 2016 - In a Lexpert article exploring opportunities that may emerge from the uncertain state of the energy sector, Davies partner Sarah Powell discusses how Alberta’s climate-related regulation changes may prompt a significant increase in renewable energy investments within the province.

Bulletin

“Publish What You Pay” Guidance Finalized

Mar. 21, 2016 - Natural Resources Canada has finalized its implementation tools for the Extractive Sector Transparency Measures Act (ESTMA), which was proclaimed into force in June 2015. Commonly known as the “publish what you pay” standards, ESTMA establishes mandatory reporting standards for payments...

Bulletin

Ontario’s Carbon Market Revealed

Feb. 26, 2016 - After years of consideration, Ontario has introduced Bill 172, Climate Change Mitigation and Low-Carbon Economy Act, 2016, and released a draft regulation for Ontario’s carbon cap-and-trade program. This is the first step toward Ontario joining the Québec-California carbon market. The...

Chambers Global: The World’s Leading Lawyers for Business—Environment (Band 1)

Chambers Canada: Canada’s Leading Lawyers for Business—Environment (Band 1)

The Legal 500 Canada—Environment

The Lexpert/American Lawyer Guide to the Leading 500 Lawyers in Canada—Environmental Law

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

Lexpert Zenith Award—Environmental Law (2014)

The Canadian Legal Lexpert Directory—Environmental Law (Most Frequently Recommended); Energy: Electricity

The Best Lawyers in Canada—Environmental Law (Lawyer of the Year 2018, Toronto); Energy Law (Lawyer of the Year 2017, Toronto); Energy Regulatory Law; Natural Resources Law

Who’s Who Legal: Canada—Environment (Most Highly Regarded); Who’s Who Legal: Environment—Environment

Expert Guides’ Women in Business Law; Expert Guides—Environment

Bar Admissions

Ontario, 1993

Education

Queen’s University, LLB, 1991
McGill University, BA (Honours), 1988

Professional Affiliations

American Bar Association
Canadian Bar Association
Ontario Bar Association

Board Memberships

The Stop Community Food Centre
Soulpepper Theatre Company, former director

Community Involvement

Canadian Centre for Environmental Arbitration and Mediation, Mediator/Arbitrator
Ontario Bar Association, Environmental Law Section, Public Affairs Liaison

“Sarah Powell is a wizard on environmental matters.” (Client – Chambers Global 2016)

Sarah uses her thorough understanding of evolving issues in environmental and energy law to provide clients with practical, concise advice. She works with clients – both directly and as a member of Davies’ transaction teams – to evaluate environmental and social risks in Canadian and international deals.

Mining, renewable energy and Indigenous issues are significant areas of focus. Sarah is also very successful at advocating before administrative tribunals regarding permitting for infrastructure, resource development and manufacturing projects.

Sarah is a member of our Management Committee. She is deeply involved in the development and reform of Canadian environmental law and has held many leadership roles in prominent legal and business organizations.

PSP Investments

Acted for PSP Investments in its strategic initiatives with Pattern Energy Group Inc., including (i) the acquisition of a 9.9% interest in Pattern Energy; (ii) the joint venture between PSP and Pattern Energy to co-invest in various renewable projects; (iii) the joint acquisition with Pattern Energy of a 51% and 49% interest, respectively, in the 179 MW Meikle wind project in British Columbia and the 143 MW Mont Sainte-Marguerite wind project in Québec; and (iv) the acquisition of 49% of the Class B interests held by Pattern in the Panhandle 2 wind project in Texas.

Kinepolis Group NV

Acting for Kinepolis Group NV in its $123-million acquisition of Landmark Cinemas Canada LP, Canada's second-largest movie theatre exhibition company.

Windstream Energy LLC

Acted as an expert for Windstream Energy LLC in an arbitration under the North American Free Trade Agreement regarding Ontario's regulatory framework for the approval of a 300 MW offshore wind power project.

Samsung Renewable Energy Inc., Pattern Renewable Holdings Canada ULC and Capital Power Corporation

Represented wind power developers (Samsung Renewable Energy Inc., Pattern Renewable Holdings Canada ULC and Capital Power Corporation) in successfully defending the appeals of two renewable energy approvals from Ontario's Environmental Review Tribunal to Ontario's Divisional Court for the K2 Wind Project and the Armow Wind Project and the appellants' subsequent motions for leave to appeal to the Ontario Court of Appeal.

Samsung Renewable Energy Inc., Pattern Renewable Holdings Canada ULC and Capital Power Corporation

Represented Samsung Renewable Energy Inc., Pattern Renewable Holdings Canada ULC and Capital Power Corporation in six appeals before the Environmental Review Tribunal responding to challenges to some of the largest wind energy projects undertaken in Ontario.

Fortis Inc.

Acted for Fortis Inc. (Fortis) and Fortis Properties Corporation (FPC) in connection with the sale by FPC of its commercial real estate portfolio to Slate Office REIT for $430 million.

New Gold Inc.

Assisted New Gold Inc. in connection with its environmental assessment and endangered species approval process for the Rainy River Project.

Stonebridge Financial Corporation

Acted for Stonebridge Financial Corporation in connection with the establishment of a credit facility for Affinity Wind LP to finance the construction and long-term operation of a 13.2-MW wind farm to be located near Truro, Nova Scotia.

Manulife Financial Corporation

Acted for a group of lenders, comprising the Manufacturers Life Insurance Company, the Caisse de Dépôt et placement du Québec and the Canada Life Assurance Company, in connection with the $491.6-million non-recourse construction and term project financing for the Upper Lillooet River and Boulder Creek run-of-river hydroelectric projects owned by Innergex Renewable Energy Inc. and Ledcor Power Group Ltd.

Manulife Financial Corporation

Acted for The Manufacturers Life Insurance Company in connection with the establishment of credit facilities to finance the construction and long-term operations of the RayLight Solar Project, a 10 MW ground-mount solar project located in Wyebridge, Ontario, which had been awarded a 20-year power purchase contract under Ontario's Feed-in Tariff Program.

Deutsche Bank AG

Acted for Deutsche Bank AG in connection with the establishment of credit facilities to finance the construction of the William Rutley solar project, a 10 MW ground-mount solar project located in Ingleside, Ontario, which had been awarded a 20-year power purchase contract under Ontario's Feed-in Tariff Program.

BHP Billiton

Acted for BHP Billiton in connection with the sale of its diamond business, comprising its controlling interests in the EKATI Diamond Mine and its Diamonds Marketing operations in Belgium, to Dominion Diamond Mines Ltd. for an aggregate cash consideration of US$500 million.

United Steelworkers Union

Acted as co-counsel on behalf of the United Steelworkers Union in connection with the restructuring of Stelco Inc. under the Companies' Creditors Arrangement Act and the establishment of Legacy Lands L.P.

RBC Capital Markets and Scotiabank

Acted for the syndicate of underwriters, led by RBC Capital Markets and Scotiabank, in connection with a US$166-million bought deal public offering of common shares of New Gold Inc. The net proceeds from the offering were used to finance the completion of the construction of the Rainy River gold project in Ontario, Canada.

Amcor Rigid Plastics USA, Inc.

Acted for Amcor Rigid Plastics USA, Inc. in connection with its US$280-million acquisition of the North American rigid plastics blow molding operations of Sonoco Products Company, a global packaging company based in the United States.

Manulife Financial Corporation

Acted for the Manufacturers Life Insurance Company in the establishment of credit facilities to finance the long-term operation of 10 ground-mount solar projects located near Temiskaming, West Nipissing and Kingston, Ontario, each of which had been awarded a 20-year power purchase contract under Ontario's Feed-in Tariff Program.

Independent Electricity System Operator

Acted for the Independent Electricity System Operator in connection with its amended agreement with Bruce Power for the refurbishment of six nuclear units at the Tiverton-based nuclear generation station, the world's largest operating nuclear facility. The amended agreement secures 6,300 megawatts of baseload generating capacity for the province of Ontario and will result in an investment by Bruce Power of approximately $13 billion.

FortisOntario Inc.

Acting for FortisOntario Inc., a subsidiary of Fortis Inc., in its partnership with Wataynikaneyap Power LP. The Wataynikaneyap Power LP is a partnership between FortisOntario, 20 First Nation communities in northwestern Ontario and Renewable Energy Systems Canada Inc. that is seeking to build, own and operate electricity transmission infrastructure to connect 16 remote First Nation communities in northwestern Ontario to the province's electricity grid. Currently, electricity in these communities is provided through diesel generation.

Fortis Inc.

Acted for Fortis Inc. in connection with its sale to Energy Ottawa Inc. of 10 run-of-river hydroelectric facilities located in Ontario and New York State representing 31 megawatts of installed operating capacity.

Manulife Financial Corporation

Acted for the Manufacturers Life Insurance Company in connection with the establishment of a $50-million multi-tranche term credit facility to finance the construction and long-term operations of the Rural Energy Solar Portfolio, which consists of 10 photovoltaic ground-mount solar projects located in Temiskaming, New Liskeard and Kingston, Ontario, and is owned by Rural Energy Limited Partnership.

Barrick Gold Corporation

Acted for Barrick Gold Corporation in connection with its $1.005-billion sale of a 50% interest in the Zaldívar copper mine in Chile to Chile-based Antofagasta Plc and related joint venture arrangements.

Fortis Inc.

Acted for Fortis Inc. and Fortis Properties Corporation (FPC) in connection with the sale by FPC of its hotel portfolio to a private investor group for $365 million. The hotel portfolio is comprised of 22 hotels located in seven Canadian provinces.

Manulife Financial Corporation and Sun Life Assurance Company of Canada

Acted for The Manufacturers Life Insurance Company and Sun Life Assurance Company of Canada in connection with the establishment of credit facilities to finance the construction and long-term operation of a 25-MW ground-mount solar project located near Fort Frances, Ontario. The project sponsor is a joint venture between the Rainy River First Nations and certain institutional and other investors. The project had been awarded a 20-year power purchase contract under Ontario's Feed-in Tariff Program, which included an aboriginal price adder as a result of the participation by the Rainy River First Nations.

Deutsche Bank AG

Acted for Deutsche Bank AG in connection with the establishment of credit facilities to finance the construction and long-term operation of two SunEdison sponsored 10 MW ground-mount solar projects known as "Lindsay" and "Solar Spirit", each of which had been awarded a 20-year power purchase contract under Ontario's Feed-in Tariff Program.

Mizuho Bank, Ltd.

Acted for Mizuho Bank, Ltd. in connection with the establishment of credit facilities to finance the construction and long-term operation by SunE Westbrook LP and Oro-Medonte Solar Farm Inc. of two 10-MW ground-mount solar projects, each of which had been awarded a 20-year power purchase contract under Ontario's Feed-in Tariff Program.

Manulife Financial Corporation

Acted for The Manufacturers Life Insurance Company in connection with the establishment of credit facilities to finance the construction and long-term operations of the Mighty Solar Project, a 10 MW ground-mount solar project located in Chesterville, Ontario, which had been awarded a 20-year power purchase contract under Ontario's Feed-in Tariff Program.

Manulife Financial Corporation

Acted for The Manufacturers Life Insurance Company in connection with the establishment of credit facilities to finance the construction and long-term operations of the Val Caron Solar Project, a 10 MW ground-mount solar project near the City of Greater Sudbury, Ontario, which had been awarded a 20-year power purchase contract under Ontario's Feed-in Tariff Program.

Edgecrest Capital Corporation and Canaccord Genuity Corp.

Acted for a syndicate of agents consisting of Edgecrest Capital and Canaccord Genuity in connection with a two tranche public offering of $62-million of convertible unsecured subordinated debentures and common share purchase warrants of North American Palladium Ltd. The securities were offered in Canada by way of a prospectus and in the United States by way of a registration statement filed under the Multi-Jurisdictional Disclosure System.

Northleaf Capital Partners

Acted for Northleaf Capital Partners in connection with its acquisition of Sierra Yoyo Desan Road in British Columbia.

CIT Financial Ltd.

Acted for CIT Financial Ltd. in connection with the establishment of credit facilities to finance the construction and long-term operation of a 10 MW ground-mount solar project in Aylmer, Ontario by Silvercreek Nominee Inc., which had been awarded a 20-year power purchase contract under Ontario's Feed-in Tariff Program.

Mizuho Bank, Ltd.

Acted for Mizuho Bank, Ltd. in connection with the establishment of credit facilities to finance the construction and long-term operation by SunE Demorestville LP and SunE Taylor Kidd LP of two 10 MW ground-mount solar projects, each of which had been awarded a 20-year power purchase contract under Ontario's Feed-in Tariff Program.

Scotia Capital Inc., BMO Nesbitt Burns Inc. and CIBC World Markets Inc.

Acted for a syndicate of agents co-led by Scotia Capital Inc., BMO Nesbitt Burns Inc. and CIBC World Markets Inc. in a private placement of $175-million notes due 2018 issued by Crombie Real Estate Investment Trust. The proceeds of the offering will be used to partially finance Crombie's $990-million purchase of a portfolio of 68 retail properties anchored by Safeway grocery stores in a sale-leaseback transaction with Sobeys Inc. in connection with Sobeys' $5.8 billion acquisition of the assets of Canada Safeway Limited.

Manulife Financial Corporation

Acted for The Manufacturers Life Insurance Company in connection with a $125.8 million project financing of the construction of the 18.9-MW hydroelectric generating facilities located near White River, Ontario.

Manulife Financial Corporation and Sun Life Assurance Company of Canada

Acted for a group of lenders, comprising The Manufacturers Life Insurance Company and Sun Life Assurance Company of Canada, in connection with the $135.2 million non-recourse construction and term project finance for the 60 MW nameplate capacity wind generation project located on McLean's Mountain, Manitoulin Island, Ontario.

Deutsche Bank AG

Acted for Deutsche Bank AG in connection with the establishment of credit facilities to finance the construction by SunE Unity LP of a 10 MW ground-mount solar project near Kingston, Ontario, which had been awarded a 20-year power purchase contract under Ontario's Feed-in-Tariff Program.

Deutsche Bank AG

Acted for Deutsche Bank AG in connection with the establishment of credit facilities to finance the construction by SunE Alfred LP of a 10 MW ground-mount solar project near Ottawa, Ontario, which had been awarded a 20-year power purchase contract under Ontario's Feed-in-Tariff Program.

Stonebridge Financial Corporation and Stonebridge Infrastructure Debt Fund Limited Partnership

Acted for Stonebridge Financial Corporation, Stonebridge Infrastructure Debt Fund Limited Partnership and other lenders in connection with a multi-tranche term credit facility in favour of Firelight Solar L.P. to finance a portfolio of approximately 65 photovoltaic rooftop solar projects.

Stonebridge Financial Corporation

Acted for Stonebridge Financial Corporation in connection with project financing for the Alderville Solar Project in Central Ontario.

Deutsche Bank AG and Manulife Financial Corporation

Acted for Deutsche Bank AG and Manulife Financial Corporation in connection with the establishment of credit facilities to finance the construction and long-term operation by SunE Odessa LP of a 10 MW ground-mount solar project near Kingston, Ontario, which had been awarded a 20-year power purchase contract under Ontario's Feed-in-Tariff Program.

Hydroméga Services Inc.

Acted for Hydroméga Services Inc., as sponsor in partnership with the Dokis First Nation, and Okikendawt Hydro L.P., as borrower, in connection with the project financing of a 10-MW hydroelectric generating facility on the French River in the district of Parry Sound, Ontario.

Deutsche Bank AG

Acted for a syndicate of construction and term lenders led by Deutsche Bank AG, as sole mandated lead arranger, in connection with the establishment of credit facilities to finance the construction and long-term operation by SunE Norfolk Bloomsburg LP of a 10 MW ground-mount solar project near Simcoe, Ontario, which had been awarded a 20-year power purchase contract under Ontario's Feed-in-Tariff Program.

Bayersiche Landesbank, New York Branch

Acted for Bayersiche Landesbank, New York Branch in connection with the establishment of a credit facility to finance the construction by SunE Hwy 2 S LP of a 10 MW ground-mount solar project near Kingston, Ontario, which had been awarded a 20-year power purchase contract under Ontario's Feed-in-Tariff Program.

Manulife Financial Corporation, The Canada Life Assurance Company and The Great-West Life Assurance

Acted for a group of lenders, comprising The Manufacturers Life Insurance Company, The Canada Life Assurance Company and The Great-West Life Assurance Company, in connection with the $168.5-million non-recourse construction and term project financing for the 49.9 MW Kwoiek Creek run-of-river hydroelectric project located in British Columbia.

Stonebridge Financial Corporation

Acted for Stonebridge Financial Corporation and a syndicate of lenders in connection with project financing for the Gesner Wind Farm project in Southwestern Ontario.

CIBC World Markets Inc. and Scotia Capital Inc.

Acted for a syndicate of underwriters co-led by CIBC World Markets inc. and Scotia Capital Inc. in a $67.1-million bought deal public offering of trust units of Crombie Real Estate Investment Trust.

Canaccord Genuity & National Bank Financial

Acted for a syndicate of underwriters led by Canaccord Genuity and National Bank Financial in connection with the $121-million initial public offering of HealthLease Properties Real Estate Investment Trust.

Union Bank, N.A.

Acted for Union Bank, N.A. in connection with the establishment of credit facilities to finance the construction and operation by SunE Sandhurst LP of a ground-mount solar project in Sandhurst, Ontario, which had been awarded a 20-year power purchase contract under Ontario's Renewable Energy Standard Offer Program (the predecessor to Ontario's Feed-in-Tariff Program).

Union Bank, N.A.

Acted for Union Bank, N.A. in connection with the establishment of credit facilities to finance the construction and operation by SunE Rutley LP of a ground-mount solar project in Ingleside, Ontario, the first large-scale solar facility to come online under Ontario's Feed-in-Tariff Program.

Norddeutsche Landesbank Girozentrale, New York Branch

Acted for Norddeutsche Landesbank Girozentrale, New York Branch in the establishment of credit facilities for the acquisition, construction and operation by Starwood SSM3 Canada L.P., of a 10 MW solar power facility in Sault Ste. Marie, Ontario.

Manulife Financial Corporation

Acted for The Manufacturers Life Insurance Company in connection with the project financing of $167 million credit facilities intended to finance the construction of a 31MW hydroelectric project to be located on Cascade Creek north of Stewart, British Columbia.

Teachers' Private Capital

Acted for Teachers' Private Capital on its acquisition of CFM Corp. in a transaction valued at US$230 million.

Barrick Gold Corporation

Acted for Barrick Gold Corporation in the US$250-million structured trade/project financing of its Veladero greenfield gold mine project in Argentina. This deal was selected as Trade Finance Deal of the Year for 2004 in Argentina by Trade Finance magazine and as Americas Mining Deal of the Year for 2004 by Project Finance magazine.

Bulletin

Details Released on Federal Proposal for Pan-Canadian Price on Carbon

May 19, 2017 - On May 18, 2017, following months of speculation on how the federal government will implement its pan-Canadian price on carbon, the government released its technical paper on the federal carbon pricing backstop (Technical Paper). As we previously reported in our October 2016 publication...

Bulletin

Pan-Canadian Price on Carbon

Oct. 04, 2016 - On October 3, Prime Minister Trudeau pre-empted climate negotiations with Canada’s premiers by announcing the federal government’s plan to impose a pan-Canadian price on carbon. The plan requires all Canadian jurisdictions to have a system for carbon pricing in place by 2018, with a view to...

Bulletin

United States Joins Canada and European Union in Adopting Transparency Rules

June 29, 2016 - In line with a global trend for greater transparency of payments made by companies in extractive industries to governments of resource-rich countries, the United States has joined Canada and the European Union in adopting “publish what you pay” rules for such companies. These rules are aimed at...

Bulletin

Ontario’s Cap-and-Trade Regime

May 20, 2016 - Ontario’s Climate Change Mitigation and Low-carbon Economy Act, 2016, which provides for the initial distribution of free allowances at levels comparable to current emissions, passed on May 18, 2016, and its companion regulation (O. Reg. 144/16) was adopted on May 19, 2016. The...

In the News

Opportunity knocks in energy industry crisis, say lawyers – Lexpert

Mar. 28, 2016 - In a Lexpert article exploring opportunities that may emerge from the uncertain state of the energy sector, Davies partner Sarah Powell discusses how Alberta’s climate-related regulation changes may prompt a significant increase in renewable energy investments within the province.

Bulletin

“Publish What You Pay” Guidance Finalized

Mar. 21, 2016 - Natural Resources Canada has finalized its implementation tools for the Extractive Sector Transparency Measures Act (ESTMA), which was proclaimed into force in June 2015. Commonly known as the “publish what you pay” standards, ESTMA establishes mandatory reporting standards for payments...

Bulletin

Ontario’s Carbon Market Revealed

Feb. 26, 2016 - After years of consideration, Ontario has introduced Bill 172, Climate Change Mitigation and Low-Carbon Economy Act, 2016, and released a draft regulation for Ontario’s carbon cap-and-trade program. This is the first step toward Ontario joining the Québec-California carbon market. The...

Chambers Global: The World’s Leading Lawyers for Business—Environment (Band 1)

Chambers Canada: Canada’s Leading Lawyers for Business—Environment (Band 1)

The Legal 500 Canada—Environment

The Lexpert/American Lawyer Guide to the Leading 500 Lawyers in Canada—Environmental Law

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

Lexpert Zenith Award—Environmental Law (2014)

The Canadian Legal Lexpert Directory—Environmental Law (Most Frequently Recommended); Energy: Electricity

The Best Lawyers in Canada—Environmental Law (Lawyer of the Year 2018, Toronto); Energy Law (Lawyer of the Year 2017, Toronto); Energy Regulatory Law; Natural Resources Law

Who’s Who Legal: Canada—Environment (Most Highly Regarded); Who’s Who Legal: Environment—Environment

Expert Guides’ Women in Business Law; Expert Guides—Environment

Bar Admissions

Ontario, 1993

Education

Queen’s University, LLB, 1991
McGill University, BA (Honours), 1988

Professional Affiliations

American Bar Association
Canadian Bar Association
Ontario Bar Association

Board Memberships

The Stop Community Food Centre
Soulpepper Theatre Company, former director

Community Involvement

Canadian Centre for Environmental Arbitration and Mediation, Mediator/Arbitrator
Ontario Bar Association, Environmental Law Section, Public Affairs Liaison