Carol D. Pennycook
Carol Pennycook is a partner practising in the area of corporate
finance and securities and general corporate and commercial law. Her
practice includes corporate finance, banking, mergers and acquisitions
and corporate reorganization transactions.
Carol has acted as counsel in major complex corporate reorganizations,
plans of arrangement and going private transactions, reorganization
of companies in connection with proceedings under the Companies'
Creditors Arrangement Act, private and public negotiated merger transactions,
transactions involving the acquisition of both public and private
companies and public-private partnership transactions. A significant
portion of Carol's practice involves financing transactions. Carol
has acted as counsel to borrowers, arrangers and banking syndicates
in numerous project financings, medium and long-term debt offerings
in the capital markets by public and private corporations, income
trusts and government agencies, domestic and international syndicated
bank financings, mortgage backed and other securitized financings,
various structured finance transactions and credit and equity derivative
transactions. She has been involved in a number of infrastructure
financing transactions, including the offering of revenue bonds by
the Greater Toronto Airport Authority and by 407 International Inc.
and several public-private partnership transactions.
Carol was the Chair of the Advisory Committee appointed by the Government
of Ontario to review Ontario's Commodity Futures
Act which in 2007
delivered a report on recommendations with respect to regulation of
commodities and derivatives markets in Ontario. She also practised
with the Corporate Finance Branch of the Ontario Securities Commission
during a secondment program in 1984.
- Recently led the successful restructuring of Apex
Trust and Sitka Trust, issuers of over $2 billion of asset backed
- Represented the underwriters in public
and private placements of debentures and medium term notes
by numerous issuers including:
- 407 International Inc.;
- Greater Toronto
- Ottawa International Airport
- Vancouver International Airport Authority;
Housing Trust (guaranteed by CMHC).
a syndicate of lenders in a US$1 billion multi-currency
asset-based revolving credit facility.
Represented Fortis Inc. in establishment of
operating and acquisition facilities.
- Represented Nord/LB
in financing of a solar energy development.
- Acted for
Trizec Canada Inc. and Trizec Properties, Inc.
as they were acquired by Brookfield Properties
Corporation in a transaction valued at US$8.9 billion.Represented
Ontario Strategic Infrastructure Financing Authority (OSIFA) as
it completed its CDN$650 million inaugural offering of Infrastructure
Renewal Bonds (IRBs) and its successor, Infrastructure
Ontario, in subsequent offerings.
- Recognized in the areas of banking, corporate & commercial,
corporate finance & securities, derivative structures and
project finance in the Canadian Legal LEXPERT
in IFLR 1000's Guide to the World's Leading
Financial Law Firms as a leading lawyer and key contact in
both banking and project finance.
- Cited for the past six years
in Chambers Global's The World's Leading
Lawyers for Business as a leading practitioner in banking & finance
and Projects: PPP and is regarded as "an
exceptional multidisciplinary banking lawyer: extremely
knowledgeable, pragmatic and fantastic at protecting
her clients' interests and seeking the effective middle ground".
in PLC Which Lawyer? in the area of banking and
- Listed in Euromoney Legal Group's
Guide to the World's Leading Structured Finance Lawyers and Guide to the World's Leading Banking Lawyers.
in Who's Who Legal's The International Who's
Who of Banking Lawyers and The International Who's
Who of Business Lawyers as a leading lawyer in the areas of banking
and finanacial institutions, corporate & commercial
law, corporate finance and project finance.
in LEXPERT/American Lawyer Media's Guide
to the Leading 500 Lawyers in Canada as a leading lawyer
in the areas of banking and financial institutions, corporate & commercial
law, corporate finance and project finance.
Martindale-Hubbell's highest ranking.
Carol, together with Patricia Olasker, another
partner of the firm, coordinates the Advanced Mergers & Acquisitions
Business Law Workshop for Osgoode Hall Law School at York University.
Carol assited in developing the workshop.
Carol has been a speaker at a number of conferences, most recently
speaking on issues relating to project finance and investing and lending
by financial institutions.