Atty. Rachel Nicholson

Career

Rachel is a partner at Thornton Grout Finnigan LLP in Toronto and her practice focuses on restructuring and insolvency in Canada. She works closely with clients in distressed situations who seek her experience on a broad range of insolvency matters, including complex proceedings under the Companies’ Creditors Arrangement Act and Bankruptcy and Insolvency Act.

Rachel provides thoughtful and focused advice to her clients, which includes the enforcement of creditors’ rights and security, assisting debtors with in or out-of-court workouts, distressed investing and purchases, and acting for court-appointed monitors and receivers. She also has extensive experience with cross-border and international mandates with a particular depth in US proceedings.

Recognition

Rachel was recognized in American Bankruptcy Institute's 40 under 40 program. She was also named as “Up and Coming" by Chambers and Partners (2024), an “Associate to Watch” by Chambers and Partners (2023) and was also included in Best Lawyers®: Ones to Watch in Canada in Insolvency and Financial Restructuring Law (2023, 2024). She was an International Women’s Insolvency and Restructuring Confederation (IWIRC) Rising Star Semi-Finalist in 2018.

Professional Involvement

Rachel previously served as Chair and Past Chair of the Turnaround Management Association Toronto Chapter’s Next Gen Committee, and in various roles as a Director with IWIRC - Ontario Network. Rachel is also a member of the International Insolvency Institute Next Gen Leadership Program. Rachel regularly speaks on panels on a broad range of insolvency topics. Within TGF, Rachel is on the student recruitment committee and is a co-editor of TGF Topline, a quarterly publication that keeps readers up to date on restructuring and litigation cases.

Representative Mandates

• Counsel to the Pride Group in their CCAA proceedings, which have been recognized under Chapter 15 of the US Bankruptcy Code. The Pride Group is a trucking and logistics conglomerate that operates across Canada and the United States and is undergoing a restructuring of its secured liabilities in excess of $1.6 billion, involving over 20 lending institutions.
• Counsel to two aircraft lessors in connection with the complex CCAA proceedings of Lynx Air, which involved providing advice on novel issues arising from the intersection of Canadian insolvency law and the Cape Town Convention and Aircraft Protocol.
• Counsel to the applicants in the CCAA proceedings of Boreal Capital Partners Ltd. and its affiliates, a multi-residential development conglomerate with more than $55 million in secured debt, which successfully restructured under the CCAA
• Assisted the World Bank with mandates that involved reviewing and refining insolvency laws across various Caribbean countries. This required a comprehensive analysis of existing legal frameworks and the development of strategic recommendations to modernize and enhance the effectiveness and efficiency of insolvency processes in the respective regions.
• 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 successfully restructured funded 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.
• Represented 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.
• Represented Deloitte Restructuring Inc. in its capacity as Court-appointed Receiver of Toolplas Systems Inc.
• 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

• Cross Border Jeopardy: A Comparative Analysis on Key Insolvency Topics Across Various Jurisdictions – February 2, 2023 - Norton Journal of Bankruptcy Law and Practice, Vol. 31 No. 5
• Supreme Court of Canada confirms arbitration agreements may be inoperative in insolvency proceedings – Dec 6, 2022
• 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)