Rachel Nicholson

Rachel’s practice at TGF in Toronto focuses on restructuring and insolvency in Canada, including the enforcement of creditors’ rights and security, receiverships, BIA and CCAA restructuring proceedings, shareholder disputes and creditor/debtor disputes. Rachel provides practical and strategic advice to her clients. She has experience representing banks, lenders, debtors, receivers, trustees, court-appointed monitors and purchasers. She has extensive experience with cross-border and international mandates.

Rachel currently serves as Past Chair of the Turnaround Management Association Toronto Chapter’s Next Gen Committee, and previously served in various roles as a Director with the International Women’s Insolvency and Restructuring Confederation (IWIRC) - Ontario Network. She also was the recipient of IWIRC’s Semi-Finalist Rising Star Award (2018). Rachel is also a member of the International Insolvency Institute Next Gen Leadership Program. She is a co-editor of TGF Topline, a quarterly publication that keeps readers up to date on restructuring and litigation cases. Rachel regularly speaks on panels on a broad range of insolvency topics.

Representative Mandates

• Counsel to FTI Consulting Canada Inc. in its capacity as court-appointed Monitor in the CCAA proceedings of Just Energy Group Inc. et. al., who have funded secured debt of approximately $1 billion. These proceedings have been recognized under Chapter 11 of the US Bankruptcy Code in the Southern District of Texas.
• Counsel to A. Farber & Partners Inc., in connection with the receivership proceedings of Pure Global Cannabis and its subsidiaries (which was converted from a CCAA proceeding), involving one of the first receiverships in Canada where a receiver was appointed while the debtor company was still in possession of cannabis.
• Counsel to JTI-Macdonald Corp., one of the largest tobacco companies in Canada, in its proceedings under the CCAA with a goal to achieve a global resolution of the myriad of litigation claims against it exceeding $500 billion. The two other largest tobacco companies have also filed for CCAA protection resulting in unprecedented industry-wide proceedings.
• Represents Ernst & Young Inc. in its role as the court-appointed monitor of Performance Sports Group Ltd. and its subsidiaries, which debtors undertook dual plenary cross-border restructurings under both the CCAA and Chapter 11 of the U.S. Bankruptcy Code and successfully sold substantially all of their assets for US$575 million. This transaction was awarded the Turnaround Management Association’s 2018 Transaction of the Year – Large Company Award, and the Turnaround Atlas Awards – 2018 Restructuring Transaction Award.
• Represents Deloitte Restructuring Inc. in its capacity as Court-appointed Receiver of Toolplas Systems Inc.
• Counsel to Ernst & Young Inc. in its capacity as the Receiver of Mundo Media Ltd. and related companies.
• Counsel to BDO Canada Limited in its capacity as Receiver of Unique Broadband Systems Ltd. and UBS-Axcera Inc., which proceedings were recognized in the United States pursuant to Chapter 15 of the US Code.
• Canadian counsel to Charming Charlie Holdings Inc., et. al., which is a US specialty retailer that once operated almost 400 stores worldwide, in its recognition proceedings under the CCAA.
• Represented FTI Consulting Canada Inc. in its capacity as Court-appointed Monitor (previously, in its capacity as Proposal Trustee), in the insolvency proceedings of Dundee Energy Limited Partnership and Dundee Oil and Gas Limited, which debtors undertook a sale of their oil and gas assets.
• Represented the Plan Sponsor in Takata Corporation, et. al.’s recognition proceedings under the CCAA, which recognized Takata’s restructuring proceedings in the US and Japan. The Plan Sponsor purchased certain assets of Takata for approximately $1.58 billion.
• Represented Endurance Energy Ltd. in connection with its proceedings under the CCAA, an Alberta-based oil and gas production company, which successfully sold its assets as part of its restructuring efforts.

Publications

• Tempering Kitco: SCC Clarifies Right to Pre-and Post-Filing Set-Off under the CCAA - National Insolvency Review, a Lexis Nexis Publication · Feb 1, 2022
• No “Stranger” to the Proceeding: CCAA Court Reaffirms Single Proceeding Model - National Creditor/Debtor Review, LexisNexis Canada · Dec 1, 2021
• Roll Up DIPs: The Other "shoe" drops - TGF Topline· Oct 20, 2017
• So You Think You're Insured? Think Again, Receivers: The Vacancy Exclusion in Insurance Contracts - CAIRP, Rebuilding Success · Nov 1, 2016
• Review of expanding the CCAA stay of proceedings to third parties - OBA - Insolvency Section · June 1, 2015 (Winner of the Michael McNaughton Student Writing Award)