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

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

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.

The Canada Life Assurance Company

Acted for The Canada Life Assurance Company and its affiliates with the C$185.5-million financing of a portfolio of three hydroelectric generating facilities located in British Columbia and Quebec totalling approximately 107 MW owned by Innergex Renewable Energy Inc. The Gilles Lefrancois Project (24 MW) is located in Levis, Quebec and the Rutherford Creek (50 MW) and Miller Creek (33 MW) Projects are located near Squamish-Lillooet, British Columbia. The projects are fully-contracted with take-or-pay contracts with Hydro-Quebec and BC Hydro, respectively.

Umicore SA

Acted for Umicore SA/NV, a circular materials technology company headquartered in Belgium, in the development and construction of a first-of-its kind EV battery materials manufacturing plant in Loyalist Township, Ontario, that will be 100% fuelled by renewable energy from the start of production.

Mondi plc

Acted for Mondi plc, a global leader in the production of sustainable packaging and paper, in its acquisition of the Hinton Pulp mill from West Fraser Timber Co. Ltd. (West Fraser) and its long-term partnership with West Fraser to access local, high-quality fibre from well-established wood basket, as well as with Mondi plc’s plans to invest €400 million in the expansion of Hinton.

Copper Mountain Mining Corporation

Acted for Copper Mountain Mining Corporation in its US$439-million all-share acquisition by Hudbay Minerals Inc. by way of a court approved plan of arrangement.

Manulife

Acted for Manulife Financial Corporation on the financing of battery energy storage systems to be installed at three existing solar power projects in southern Alberta (Concord’s Coaldale, Monarch and Vulcan properties).

GreenV B.V.

Acted for Green V B.V. in its acquisition of JV Energy Solutions Inc., a provider of customer-specific heating, electrical engineering and insulation for the greenhouse horticulture industry.

Axium Infrastructure

Acted for Axium Infrastructure Inc. in connection with the acquisition from Copenhagen Infrastructure Partners of the Travers Solar Project located in Vulcan County, Alberta. Situated on approximately 3,330 acres of land, the project has a total nameplate capacity of 465 MW, making it the largest solar project in Canada at the time of closing.

Hydromega Services Inc.

Acting for Hydromega Services Inc. in its sale, including its ownership interests in five hydropower generating stations in Québec and five additional hydropower generating stations in Northeastern Ontario, to FirstLight Power, a wholly owned subsidiary of PSP Investments and a leading clean power producer, developer and energy storage company.

Interfor Corporation

Acted for Interfor Corporation in its acquisition for over C$325-million of 100% of the equity interests of Kilmer Group-backed Chaleur Forest Products entities.

Birch Hill Equity Partners

Acted for Birch Hill Equity Partners in its joint acquisition (and related financing) with Investissement Québec of Québec-based Polycor Inc., the largest quarrier of natural stone in the world.

Henvey Inlet Wind LP

Advised Henvey Inlet Wind on the development of the regulatory framework for the largest First Nation wind partnership project in Canada on the lands of Henvey Inlet First Nation. We worked closely with Henvey Inlet Wind, First Nations and Environment Canada to develop the first environmental assessment and enforcement regime under the federal First Nations Land Management Act on three First Nations reserves. Key permitting issues included species at risk (and the negotiation of the first federal species at risk permit for a wind project, including complex offsetting commitments). We continue to work closely with Henvey Inlet First Nation on operational compliance matters, including species at risk.

Interfor Corporation

Acted for Interfor Corporation in its $490-million acquisition of 100% of the equity interests of Kelso & Company-backed EACOM Timber Corporation.

TPG Real Estate Partners

Acted for TPG Real Estate Partners, the dedicated real estate equity investment platform of alternative asset firm TPG, in its acquisition (and related financing) of Cinespace Film Studios, North America's second-largest independent sound stage platform with best-in-class studio campuses in Toronto and Chicago.

DIF Capital Partners and Valley Fiber Limited

Acted as lead transaction counsel to DIF Capital Partners and Valley Fiber Ltd. in their investment together with Canada Infrastructure Bank in the $328-million Manitoba Fibre project, which involves the construction of 2,657 kilometres of mainline fibreoptic cabling, targeting 48,500 underserved households with dedicated fibre-to-the-home.

Roxgold Inc.

Acted for Roxgold Inc. in its C$1.1-billion business combination with Fortuna Silver Mines Inc. to create a premier growth-oriented global intermediate gold and silver producer.

PSP Investments

Acted for PSP Investments in its acquisition of 49% of the Class B interests held by an affiliate of Pattern Energy Group LP in the 271.4 MW Gulf wind project located in Kenedy County, Texas.

The Manufacturers Life Insurance Company

Acted for The Manufacturers Life Insurance Company in the establishment of credit facilities to finance a portfolio of solar projects in Alberta.

Premium Brands Holdings Corporation

Acted for Premium Brands Holdings Corporation in its groundbreaking partnership with a coalition of Mi'kmaq First Nations to jointly acquire Clearwater Seafoods Incorporated, Atlantic Canada's largest wild seafood company, for approximately $1 billion.

Axium Infrastructure Inc.

Acted for Axium Infrastructure Inc. in its acquisition from the Canada Pension Plan Investment Board of a 49% interest in an approximately 396 MW portfolio of four wind generation facilities (Summerhaven, Conestogo, Varna and Jericho) and two solar generation facilities (Sombra and Moore), all located in Ontario.

The Pallinghurst Group

Acted for The Pallinghurst Group, a private investor in the global natural resources sector, in its joint 50-50 acquisition with Investissement Québec of Québec-based Nemaska Lithium Inc. pursuant to a sales process under the Companies' Creditors Arrangement Act. The acquisition was structured as a credit bid with Nemaska's largest secured creditor, Orion Mine Finance, and achieved through a reverse vesting order granted by the Superior Court of Québec and upheld by the Québec Court of Appeal.

The Manufacturers Life Insurance Company

Acted for The Manufacturers Life Insurance Company in the C$92.8 million non-recourse construction and term project financing for the Innavik Hydro Project, a 7.5 MW run-of-river hydroelectric facility being developed on the Innuksuac River in northern Québec by the first ever partnership between an Inuit corporation, which was formed under the James Bay and Northern Québec Agreement, and a leading independent power producer.

Axium Infrastructure Inc.

Acted for Axium Infrastructure Inc. in connection with its equity investment in a 900 MW combined cycle natural gas power plant to be built near Edson, Alberta, known as the Cascade Power Project. This project won Project Finance International's Canadian Power Deal of the Year award for 2020.

PSP Investments

Acted for PSP Investments in its acquisition of 49% of the Class B interests held by an affiliate of Pattern Energy Group LP in the 324.3 MW Broadview wind project located in Curry County, New Mexico, and Deaf Smith County, Texas.

PSP Investments

Acted for PSP Investments in its acquisition of a 49% interest from an affiliate of Pattern Energy Group LP in the 138 MW St. Joseph wind project located in Manitoba.

Axium Infrastructure Inc.

Acted for Axium Infrastructure Inc. in its acquisition from Osaka Gas Co., Ltd. of a 50% interest in a portfolio of nine solar farms located in Ontario.

Syndicate of Underwriters

Acted for a syndicate of underwriters led by J.P. Morgan, BMO Capital Markets, Goldman Sachs & Co. LLC, RBC Capital Markets and Scotiabank on the US$2.2-billion cross-border initial public offering of subordinate voting shares and tangible equity units of GFL Environmental Inc., the fourth largest diversified environmental services company in North America. The offering is one of the largest IPOs in Canadian history.

Alimentation Couche-Tard Inc.

Acting for Alimentation Couche-Tard Inc. in the strategic disposition of its operating gas station sites operating under the banners Circle K and Couche-Tard in prime locations in Ontario and Québec.

The Manufacturers Life Insurance Company

Acted for The Manufacturers Life Insurance Company in its acquisition of a 50% interest in the York Energy Centre, a 400 MW natural gas fired power plant near Newmarket, Ontario.

FortisOntario Inc.

Acted for Fortis Inc. and its subsidiary FortisOntario Inc. in connection with Ontario's largest First-Nations-led transmission project being undertaken by Wataynikaneyap Power LP, a partnership between 24 First Nations and private investors led by Fortis. This project was one of Lexpert's Top 10 deals of 2019.

Axium Infrastructure Inc.

Acted for Axium Infrastructure Inc. in its acquisition from Mitsubishi Corporation of a 50% interest in a portfolio of nine solar farms located in Ontario.

Birch Hill Equity Partners

Acted for Birch Hill Equity Partners in the $101.6-million acquisition and related financing of non-core midstream and power assets in Canada from AltaGas Ltd. and in the $63.4-million acquisition of a 13.3% interest in Tidewater Midstream and Infrastructure Ltd., a public company, from AltaGas.

Axium Infrastructure Inc. and The Manufacturers Life Insurance Company

Acted for Axium Infrastructure Inc. and The Manufacturers Life Insurance Company in their joint $1.4-billion acquisition of AltaGas Ltd.'s remaining 55% interest in three hydroelectric projects in northwest British Columbia: the 195 MW Forrest Kerr Hydroelectric Facility, the 66 MW McLymont Creek Hydroelectric Facility and the 16 MW Volcano Creek Hydroelectric Facility.

Michelin Group

Acted for the Michelin Group in its acquisition of Camso Inc., one of the global leaders in the design, manufacturing and distribution of off-road tires, wheels, tracks and conveyer belts, for a purchase price of US$1.7 billion. Camso has facilities in more than 25 jurisdictions world-wide.

Fengate Capital Management

Acted for Fengate Capital Management in its acquisition of the Heartland Petrochemical Complex's Central Utility Block (CUB) cogeneration facility from Inter Pipeline Ltd. and the project financing for the development, construction and operation of the CUB.

Axium Infrastructure Inc. and The Manufacturers Life Insurance Company

Acted for (i) Axium Infrastructure Inc. and The Manufacturers Life Insurance Company in their joint $922-million acquisition from AltaGas Ltd. of a 35% interest in three hydroelectric projects in northwest British Columbia: the 195 MW Forrest Kerr Hydroelectric Facility, the 66 MW McLymont Creek Hydroelectric Facility and the 16 MW Volcano Creek Hydroelectric Facility; and (ii) Northwestern Hydro Acquisition Inc. (NWHA), the special purpose acquisition vehicle formed to complete the acquisition, in a subsequent $650 million senior secured bond financing and related letter of credit facility.

Hydroméga Services Inc.

Acted for Hydroméga Services Inc. in the acquisition of Cochrane Power Corporation's Cochrane Power Generating Station, a cogeneration facility equipped with a 30MW natural gas turbine and a 15MW biomass fuelled boiler and steam turbine.

Nomura Securities International, Inc.

Acted for Nomura Securities International, Inc. in the refinancing of credit facilities in an aggregate amount of approximately $230 million made available for the long-term operation of seven 10-MW ground-mount solar photovoltaic projects in Ontario, each of which had been awarded a 20-year power purchase contract with the IESO.

Axium Infrastructure Inc.

Acted for Axium Infrastructure Inc. in its $540-million acquisition of TransCanada's Ontario solar portfolio, consisting of eight facilities totalling approximately 105 MW of installed capacity.

Kinepolis Group NV

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

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.

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.

RBC Capital Markets and Scotiabank

Acted for the syndicate of underwriters, led by RBC Capital Markets and Scotiabank, in connection with a US$173-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.

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.

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.

Barrick Gold Corporation

Acted for Barrick Gold Corporation in an auction transaction for the Zaldívar mine in Chile which resulted in the sale to Antofagasta Plc of a 50% interest in the mine for C$1.005 billion, 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.

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.

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.

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.

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.

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.

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.

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.

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.

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.

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.

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.

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.

New Gold Inc.

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

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.

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 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.

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.

Northleaf Capital Partners

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

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 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.

BHP Billiton

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

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.

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.

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.

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.

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.

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).

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.

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.

Power Energy Corporation

Acted for Power Energy Corporation, a subsidiary of Power Corporation, in connection with its investment in Potentia Solar Inc., an independent power producer in Ontario generating electricity through solar-powered energy systems. The other shareholders of Potentia Solar Inc. are MKB Solar Rooftops Inc., an affiliate of MacKinnon, Bennett & Co. and Conundrum Capital Group.

George Weston Limited

Acted for George Weston Limited in connection with the acquisition of ACE Bakery Limited in a deal valued at $110 million.

Nautilus Solar Energy, LLC

Acted for Nautilus Solar Energy, LLC in establishing partnership arrangements with Bright Power Inc. for the joint development and financing of rooftop solar energy generation projects under the Ontario 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 SSM1 Canada Incorporated of 22.352 MW DC solar power facilities in Sault Ste. Marie, Ontario.

BMO Nesbitt Burns Inc.

Acted for BMO Nesbitt Burns Inc. in connection with its financing of the construction and operation of the run-of-the-river 23.6 MW hydroelectric facility at Umbata Falls in Ontario.

Hollinger Farms No. 1 Inc. and Alton Farms Inc.

Acted for Hollinger Farms No. 1 Inc. and Alton Farms Inc. seeking a declaration that a class environmental assessment process of a proposed land exchange was not properly authorized by Ontario's Environmental Assessment Act.

Access Justice Durham

Acted for Access Justice Durham (sponsored by Babcock & Brown, and including PCL Constructors and Johnson Controls), the successful consortium which entered into an agreement to design, build, finance and maintain the Durham Consolidated Courthouse, the first availability payment PPP relating to courthouses in North America and the first project to be completed by Infrastructure Ontario. This project received the 2007 CCPPP Award of Merit for Project Financing.

BMO Nesbitt Burns Inc.

Acted as Canadian counsel for BMO Nesbitt Burns Inc. and a syndicate of underwriters in the proposed cross-border initial public offering of Photowatt Technologies Inc., a manufacturer and retailer of solar cells and modules.

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 the $205-million initial public offering of Crombie Real Estate Investment Trust.

BMO Nesbitt Burns Inc.

Acted for BMO Nesbitt Burns Inc. and a syndicate of lenders in connection with its $756-million financing of the Canaport liquefied natural gas (LNG) receiving and regasification terminal in New Brunswick. The facility is the first LNG regasification plant in Canada.

EdgeStone Capital Equity Fund III LP

Acted for private equity fund EdgeStone Capital Equity Fund III LP in its acquisition, along with its co-investors including Canada Pension Plan Investment Board, of a 50% interest in Continental Alloys & Services, a Houston-based global manufacturer and distributor of bar and tubular products for the oilfield service industry.

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.

Guide

Doing Business in Canada 2023, contributor

Nov. 14, 2023 - Davies’ Doing Business in Canada guide provides executives, in-house counsel and foreign investors with an overview of the legal framework governing Canadian business operations and outlines key considerations for investing and conducting business in Canada…

Bulletin

Supreme Court of Canada Finds Impact Assessment Act Unconstitutional

Oct. 17, 2023 - On October 13, 2023, in a 5-2 split decision, the Supreme Court of Canada (SCC) found the federal Impact Assessment Act (IAA) to be, in part, unconstitutional in Reference re Impact Assessment Act. The SCC determined that the IAA’s treatment of “designated projects” was...

Guide

Governance Insights: Charting a (Safe) Path Through the ESG Wilderness

June 08, 2023 - The rapid and growing recognition of the importance of accounting for ESG factors in strategic decision-making and corporate reporting has, perhaps predictably, been followed by a notable increase in anti-ESG sentiment and a questioning of the integrity of measures purported to advance...

Bulletin

Canada Imposes Forced and Child Labour Reporting Obligations

May 05, 2023 - The House of Commons has adopted Bill S-211, whose short title is Fighting Against Forced Labour and Child Labour in Supply Chains Act (the Bill). The Bill, which was adopted on May 3, 2023, will become law as soon as it receives royal assent and will enter into force on January 1, 2024. ...

Article

Indigenous Involvement in the North American Energy Transition – Key Trends and Requirements, co-author

Mar. 10, 2023 - Natural Resources & Environment, Vol. 37, No. 3, Winter 2023 (American Bar Association)
Download the article.

Guide

Davies Governance Insights – September 2022, contributor

Sept. 06, 2022 - Davies Governance Insights analyzes the top trends and issues most important to Canadian public companies and provides practical guidance for boards to meet these challenges head on. In this edition: Ten Regulatory and Judicial Developments That GCs and Boards Need to...

Speaking Engagement

Moderator, Canadian Bar Association, CBA Neerls Online Symposium, “State of Play in Renewable and Distributed Energy Across Canada”; Webcast

May 06, 2021

Guide

Davies Governance Insights 2020, contributor

Oct. 05, 2020 - Davies Governance Insights 2020 provides a comprehensive analysis of the trends and developments that have shaped the corporate governance landscape and those that are expected to define the next decade. Against the backdrop of the COVID-19 crisis, this year’s report explores key issues...

Bulletin

IESO Releases Contract Review Directive Report

Sept. 03, 2020 - Last fall Ontario’s Ministry of Energy, Northern Development and Mines directed the Independent Electricity System Operator (IESO) to retain an independent third party to undertake a targeted review of existing generation contracts in the province (see our November 8, 2019 bulletin). The stated...

Bulletin

Ontario to Review Existing Generation Contracts

Nov. 08, 2019 - The Ontario government recently issued an Order in Council approving the issuance of a directive to the Independent Electricity System Operator (IESO) with a view to “identifying viable opportunities to lower electricity prices for Ontario consumers while maintaining system reliability. ” The...

Bulletin

Canadian Securities Regulators Provide Guidance on Climate Disclosure

Aug. 08, 2019 - In recent years, awareness of the potential impacts of climate change on issuers has heightened both in Canada and internationally. As the risks of, and potential opportunities associated with, climate change become better understood, investors and other stakeholders continue to press for greater...

Speaking Engagement

Moderator, Canadian Bar Association, Environmental, Energy & Resources Law Summit, “Canada’s Green Energy Development Shifts West”; Vancouver, BC

May 03, 2019

In the News

Sarah Powell Discusses Ottawa’s New Environmental Regime in Canadian Lawyer

May 01, 2018 - In the April edition of Canadian Lawyer (available to subscribers), Davies partner Sarah Powell gives her perspective on the federal government’s proposed environmental overhaul introduced in February. Sarah believes there needs to be more clarity about what companies behind major energy...

Bulletin

Canadian Securities Regulators Report on Climate Disclosure

Apr. 06, 2018 - Following on the heels of the recommendations of the Financial Stability Board’s Task Force on Climate-Related Disclosures (Task Force), the Canadian Securities Administrators (CSA) has published its Report on Climate change-related Disclosure Project. The CSA reviewed mandatory and voluntary...

Bulletin

Canada Resets Federal Environmental Assessment for Major Project Reviews

Feb. 09, 2018 - In 2016, the Canadian government launched a formal review of key federal environmental assessment and regulatory processes. Expert panels were established and parliamentary committees engaged to conduct consultations and provide recommendations with respect to the Canadian Environmental...

Bulletin

Pan-Canadian Carbon Pricing Update: Federal Backstop Legislation Proposed

Jan. 18, 2018 - This week, the federal government released, for public comment, draft legislation relating to the proposed federal carbon pricing system. The Greenhouse Gas Pollution Pricing Act provides a complex framework for the implementation of a federal carbon pricing “backstop” to be applied to...

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...

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 Ontarios carbon cap-and-trade program. This is the first step toward Ontario joining the Québec-California carbon...

Speaking Engagement

Ontario Bar Association, Hot Topics in Climate Change: Ontario in the National and International Contexts 2016 Program, “The Regulatory & Policy Framework: Learning From Other Jurisdictions' Experiences with Climate Change Regulation”; Toronto, ON; Feb. 02 to 06, 2016

Feb. 02, 2016

Bulletin

Greenhouse Gas Emissions: Important Provincial Initiatives

July 06, 2015 - Québec’s Minister of Sustainable Development, Environment and the Fight Against Climate Change and Alberta’s Minister of Environment and Parks have both recently announced amendments to provincial regulations on greenhouse gas emissions. Québec  Changes to the Québec regulation the...

Bulletin

Plan Nord, Take Two

Apr. 29, 2015 - On April 8, 2015, the Québec government released its Plan Nord toward 2035, 2015-2020 Action Plan (Plan Nord), a 20-year plan designed to provide main policy directions and priorities for the development of northern Québec. Plan Nord revamps the previous plan announced in 2011 by...

Bulletin

Ontario and Québec Collaborate to Reduce Carbon Emissions

Apr. 14, 2015 - Yesterday, Ontario announced that it will impose a cap-and-trade system under the Western Climate Initiative, which it joined in 2008. The cap will set a maximum limit on the amount of greenhouse gas emissions that industry can produce in Ontario. Over time, this...

Speaking Engagement

Co-chair, Canadian Bar Association, 2015 Annual National Environmental, Energy and Resources Law Summit, “Environment in the Courtroom: Evidentiary Issues in Environmental Prosecutions and Hearings”; Calgary, AB; Mar. 06 & 07, 2015

Mar. 06, 2015

Bulletin

New Nuclear Liability Regime Passed

Mar. 03, 2015 - On February 26, 2015, the federal Nuclear Liability and Compensation Act under Bill C-22 received royal assent. Once in force, it will replace Canada’s outdated liability regime for damage from nuclear incidents. The substance of the new legislation generally mirrors four previous bills...

Speaking Engagement

Canadian Bar Association, 2014 National Aboriginal Law Conference, “Climate Change ‘A Rapidly Changing Arctic’”; Iqaluit, NU; Jun. 19 & 20, 2014

June 19, 2014 - Download the presentation.

Speaking Engagement

Canadian Centre for Environmental Arbitration and Mediation, webinar, “The Value of Mediation in Environmental Disputes ‒ Environmental Law Cross Country Checkup”

June 04, 2014 - Download the presentation.

Speaking Engagement

Chair, Canadian Bar Association, 2014 Annual National Environmental, Energy and Resources Law Summit, “State of Play on Air Regulation in Canada”; Ottawa, ON; May 29 & 30, 2014

May 29, 2014

Speaking Engagement

Canadian Clean Energy Conference, 5th Ontario FIT and Renewable Energy Forum, “REA Applications and Appeals”; Toronto, ON; Mar. 17 to 19, 2014

Mar. 17, 2014

Speaking Engagement

Ontario Bar Association, Annual Institute 2014, “Confluence of Aboriginal and Environmental Law in Energy and Natural Resource Projects”; Toronto, ON; Feb. 06 to 08, 2014

Feb. 06, 2014

Speaking Engagement

Rocky Mountain Mineral Law Foundation, 59th Annual Rocky Mountain Mineral Law Institute, “Free, Prior and Informed Consent ‒ The Canadian Context”; Spokane, WA; July 18 to 20, 2013

July 18, 2013

Speaking Engagement

Canadian Bar Association, 2013 Annual National Environmental, Energy and Resources Law Summit, “Current Extraction Issues South of 60 and Abroad”; Yellowknife, NT; June 20 & 21, 2013

June 20, 2013

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 (Hall of Fame)

The Lexpert/American Lawyer Guide to the Leading 500 Lawyers in Canada—Environmental Law; Environmental, Social & Governance

Lexpert Special Edition: Energy

Lexpert Special Edition: Infrastructure

Lexpert Special Edition: Mining

Lexpert Zenith Award—Environmental Law (2014)

Lexpert Guide to US/Canada Cross-Border Lawyers in Canada—Environmental Law

The Canadian Legal Lexpert Directory—Environmental Law (Most Frequently Recommended); Aboriginal Law

The Best Lawyers in Canada—Aboriginal Law; Energy Law (Lawyer of the Year 2017, Toronto); Energy Regulatory Law (Lawyer of the Year 2019, Toronto); Environmental Law (Lawyer of the Year 2018 and 2024, Toronto); Natural Resources Law

Who’s Who Legal: Environment & Climate Change—Environment (Global Elite Thought Leader); Who’s Who Legal: Canada—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
Law Society of Ontario, Certified Specialist in Environmental Law

Board Memberships

ERCO Worldwide
The Stop Community Food Centre
Soulpepper Theatre Company, Chair’s Advisory Council

Community Involvement

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