Waël Rostom 

Co-Chair, Restructuring and Insolvency
Toronto  t: 416.865.7790  |  e: wael.rostom@mcmillan.ca

Waël Rostom

Toronto
Brookfield Place, Suite 4400
181 Bay Street
Toronto, Ontario M5J 2T3

t: 416.865.7790
e: wael.rostom@mcmillan.ca

overview

Waël is Co-Chair of the Firm's Restructuring and Insolvency Group. Waël's practice focuses on all matters relating to corporate insolvencies including workouts, court-supervised restructurings, bankruptcies, receiverships, the purchase and sale of distressed businesses, lending transactions, DIP financing and distressed loans and other forms of distressed investing.

Over the years, Waël has represented a broad range of different stakeholders in numerous high profile domestic and cross-border insolvency and restructuring proceedings. Clients have included publically traded companies, directors and officers, shareholders, banks, financial institutions, hedge funds, private equity funds, asset based lenders, customers and suppliers. Waël has also advised privately appointed and court appointed receivers, trustees in bankruptcy and court appointed monitors in properly and effectively discharging their statutory and other duties.

In its 2016 Global Guide, Chamber and Partners noted that Waël continues to be heavily involved in the restructuring of MMA and MMA US in relation to the cross-border sale of the company's entire railway operations and quoted sources noted: "(He) is a phenomenal lawyer who is very commercial and very savvy".

Representative Matters

  • Fortress Investment Group (NYSE:FIG) in connection with the purchase of the assets of the Montreal, Maine & Atlantic, Ltd. railway (MMA), which was subject to bankruptcy court protection following the tragic derailment at Lac-Mégantic, Québec on July 6, 2013.
  • Great Basin Gold Limited in connection with proceedings under the Companies' Creditors Arrangement Act ("CCAA") and advising it relating to filings by certain of its affiliates under with South African Business Rescue Proceedings and Chapter 11 of the US Bankruptcy Code.
  • JP Morgan in its capacity as pre-petition Lender and DIP Lender in connection with Catalyst Paper Corporation's filing under the CCAA.
  • Acted for the syndicates of Lenders and the DIP Lender in connection with cross-border insolvency proceedings involving the Allied Research and the Cetero Group of Companies.
  • Acted for the Syndicate of Lenders in connection with the receivership of PRACS Institute.
  • Represented the Syndicate of Lenders in connection with the Canadian aspect of the cross-border restructuring of Graceway Pharmaceuticals.
  • Represented the largest secured lenders to Trident Resources Corporation in connection with its restructuring under the CCAA.
  • Represented Pliant in connection with its cross-border restructuring and recognition proceedings under the CCAA.
  • Represented the Pre-Petition Bank Syndicate to Quebecor World.
  • Acted for the DIP Lenders to Indalex Limited and Linens 'n Things.
  • Acted for the Informal Committee of Convertible Noteholders and two of the Plan Sponsors in Stelco Inc.
  • Acted for banks, OEMs and parts suppliers in connection with several automotive restructurings, including GBM Rivets & Fasteners, Niagara Machine Products, Windsor Machine, Dominion Springs, Vannatter/Solus, Cam-Tool & Die, Waltec Forgings, Hallmark Technologies, Genfast Manufacturing, Hunjan International, Veltri Metal Products, A.G. Simpson Automotive, Tiercon Industries, Brahm Industries and Autosystems Manufacturing.

Wael has acted for clients in the following additional public restructuring and insolvency matters:

  • Nortel Networks;
  • Angiotech;
  • Compton Petroleum;
  • General Motors and General Motors Canada;
  • Air Canada;
  • Teleglobe Inc.;
  • Ivaco Rolling Mills;
  • Inter-Canadien Airlines;
  • Cotton Ginny;
  • Playdium;
  • Roman Corporation;
  • Look Communications; and
  • Fantom Technologies

Presentations

Updates in Canadian Restructuring Case Law

Publications

Canadian Corporate & Restructuring Legislation: Changes Could be on the Way
The US Trust Indenture Act, Out of Court Restructurings and the Marblegate Decision
The Enforceability of Make-Whole Clauses in Bankruptcy
Assigning Contracts in Canadian Insolvency Proceedings
Preferential Payments: Commercial Imperative Or Creditor Pressure?
CCAA Court Undoes Dealership Termination in Insolvency Proceeding
Critical suppliers: Court re-confirms the law regarding payment of pre-filing obligations
Demanding Repayment of Loans and Reasonable Notice - Back to the Future
Declared but unpaid dividends: Out in the cold with the other equity claims
Demanding repayment of loans and reasonable notice – Back to the future
Re Indalex Limited: New Pension Deficiency Wrinkles for Financiers
The proposed federal pension plan workout scheme: some preliminary observations
Allocation of Restructuring Costs: Don't Be Caught By Surprise!
Court clarifies elements of new interim financing rules
Impact of Insolvency Law Amendments on Distressed Automotive Parts Supplier Cases
Canadian Business Restructuring Law: When Should a Court say 'No'?
Wage Earner Protection Program Act and Certain Other Amendments to the BIA Now in Force
Asset-Based Lending: Recent Developments of Importance
Insolvency & Financial Restructuring - Recent Developments of Importance
Legal Strategies for Acquiring Distressed Businesses in Canada
DEEPENING INSOLVENCY: Will the U.S. theory be adopted in Canada?
Insolvency Reform And The Asset-Based Lender
The Auditor as Monitor in CCAA Proceedings
What is the Debate?

News

McMillan lawyers recognized in US/Canada Cross-Border Guide 2019
60 McMillan Lawyers Recognized in the 2019 Canadian Legal Lexpert Directory
McMillan Highlighted in both Lexpert's Top 10 Deals and Top 10 Business Decisions
Chambers Global 2019 has ranked McMillan as a leading law firm in several practice areas
32 McMillan lawyers recognized in Who's Who Legal Canada 2018
McMillan lawyers are well represented in the 2019 edition of Chambers Canada
65 McMillan Lawyers Named in the 2019 Edition of Best Lawyers in Canada
McMillan lawyers recognized in US/Canada Cross-Border Guide 2018
McMillan lawyers well-represented in the 2018 Canadian Legal Lexpert Directory
Chambers Global 2018 has ranked McMillan as a leading law firm in several practice areas
33 McMillan lawyers recognized in Who's Who Legal Canada 2017
McMillan lawyers recognized in Lexpert's Special Edition on Global Mining 2017-18
Margaret McNee recognized as Mutual Funds Lawyer of the Year, along with 58 McMillan Lawyers in the 2018 Best Lawyers in Canada Report
McMillan lawyers well-represented in the 2017 Canadian Legal Lexpert Directory
Chambers Global 2017 has ranked McMillan as a leading law firm in several practice areas
McMillan lawyers are well represented in the 2017 edition of Chambers Canada
McMillan lawyers recognized in Who's Who Legal: Canada 2016
61 McMillan lawyers recognized in The Best Lawyers in Canada 2017
McMillan lawyers well-represented in the 2016 Canadian Legal Lexpert Directory
McMillan lawyers recognized in 2016 Chambers Global
McMillan lawyers are well represented in inaugural edition of Chambers Canada
60 McMillan lawyers recognized in the 10th Edition of The Best Lawyers in Canada
Waël Rostom appointed to the Insolvency Institute of Canada
McMillan lawyers recognized in 2015 Chambers Global
McMillan helps complete the cross-border sale of assets of Montreal, Maine & Atlantic railway
McMillan lawyers recognized in the 2015 Best Lawyers in Canada
McMillan lawyers are well represented in the 2014 Chambers Global Directory
McMillan lawyers are well represented in the 2013 Chambers Global Directory
McMillan Lawyers are well represented in the 2012 Chambers Global Directory
McMillan is home to one of Canada's Top 25 Most Influential Lawyers
McMillan Lawyers are well represented in the 2011 Chambers Global Directory

Education

  • University of Ottawa, LLB - 1998
  • Carleton University, B.Comm. (Hons.) - 1993

Year Of Call

  • Called to the Ontario bar - 2000

Practices

restructuring and insolvency
business law
challenged companies/debtor mandates
cross-border restructuring
bondholder, ad hoc committee and indenture trustee representations
investments and acquisitions
court officer representations
secured lending and syndicated finance

Industries

automotive
banking, finance and insurance
mining
oil and gas
manufacturing, distribution and retail

Directorships and Professional Associations

  • Insolvency Institute of Canada
  • Canadian Bar Association
  • American Bankruptcy Institute
  • Turnaround Management Association

Community Involvement

Wael is an author and lecturer on various topics concerning insolvency and restructuring matters. Recent speaking engagements include co-presenter on Recent Developments in DIP Lending, Osgoode Hall Law School Advanced Corporate Insolvency and Restructuring Conference, November 15, 2012. Wael is scheduled to speak on further developments on DIP Lending in the Fall of 2013 for The Canadian Institute.

Awards & Rankings

  • Recognized by the 2019 Lexpert Guide to the US/Canada Cross-Border Lawyers in Canada as a leading Canadian lawyer in cross-border practices
  • Recognized in the 2019 Canadian Legal Lexpert Directory as a Repeatedly Recommended lawyer in the area of Insolvency & Financial Restructuring – Financial Restructuring
  • Recognized by Chambers Global (2019) as a leading lawyer in the area of Restructuring / Insolvency
  • Recognized in the 2018 Canadian Legal Lexpert Directory as a Repeatedly Recommended lawyer in the area of Insolvency & Financial Restructuring – Financial Restructuring
  • Who's Who Legal Canada 2018 - Insolvency & Restructuring
  • Chambers Canada 2019 - Restructuring/Insolvency
  • Best Lawyers in Canada (2019 edition) - Insolvency and Financial Restructuring Law
  • Lexpert Guide 2018 - a leading US/Canada Cross-Border Lawyer in Canada
  • Chambers Global 2018 - Restructuring/Insolvency
  • Best Lawyers in Canada (2018 edition) - Insolvency and Financial Restructuring Law
  • Chambers Canada 2018 - Restructuring/Insolvency
  • Who's Who Legal Canada 2017 - Insolvency & Restructuring
  • Canadian Legal Lexpert Directory 2017 - repeatedly recommended in Insolvency & Financial Restructuring - Financial Restructuring
  • Chambers Global 2017 - Restructuring/Insolvency
  • Best Lawyers in Canada (2017 edition) - Insolvency and Financial Restructuring Law
  • Chambers Canada 2017 - Restructuring/Insolvency
  • Lexpert Special Edition - Global Mining 2016/17
  • Who's Who Legal Canada 2016 - Insolvency & Restructuring
  • Chambers Global 2016 - Restructuring/Insolvency
  • Best Lawyers in Canada (2016 edition) - Insolvency and Financial Restructuring Law
  • Canadian Legal Lexpert Directory 2016 - Insolvency & Financial Restructuring 
  • Chambers and Partners: Chambers Global – The World's Leading Lawyers for Business 2015 Clients Guide – Canada & Restructuring / Insolvency – Canada.
vcard

Waël is Co-Chair of the Firm's Restructuring and Insolvency Group. Waël's practice focuses on all matters relating to corporate insolvencies including workouts, court-supervised restructurings, bankruptcies, receiverships, the purchase and sale of distressed businesses, lending transactions, DIP financing and distressed loans and other forms of distressed investing.

Over the years, Waël has represented a broad range of different stakeholders in numerous high profile domestic and cross-border insolvency and restructuring proceedings. Clients have included publically traded companies, directors and officers, shareholders, banks, financial institutions, hedge funds, private equity funds, asset based lenders, customers and suppliers. Waël has also advised privately appointed and court appointed receivers, trustees in bankruptcy and court appointed monitors in properly and effectively discharging their statutory and other duties.

In its 2016 Global Guide, Chamber and Partners noted that Waël continues to be heavily involved in the restructuring of MMA and MMA US in relation to the cross-border sale of the company's entire railway operations and quoted sources noted: "(He) is a phenomenal lawyer who is very commercial and very savvy".

  • Fortress Investment Group (NYSE:FIG) in connection with the purchase of the assets of the Montreal, Maine & Atlantic, Ltd. railway (MMA), which was subject to bankruptcy court protection following the tragic derailment at Lac-Mégantic, Québec on July 6, 2013.
  • Great Basin Gold Limited in connection with proceedings under the Companies' Creditors Arrangement Act ("CCAA") and advising it relating to filings by certain of its affiliates under with South African Business Rescue Proceedings and Chapter 11 of the US Bankruptcy Code.
  • JP Morgan in its capacity as pre-petition Lender and DIP Lender in connection with Catalyst Paper Corporation's filing under the CCAA.
  • Acted for the syndicates of Lenders and the DIP Lender in connection with cross-border insolvency proceedings involving the Allied Research and the Cetero Group of Companies.
  • Acted for the Syndicate of Lenders in connection with the receivership of PRACS Institute.
  • Represented the Syndicate of Lenders in connection with the Canadian aspect of the cross-border restructuring of Graceway Pharmaceuticals.
  • Represented the largest secured lenders to Trident Resources Corporation in connection with its restructuring under the CCAA.
  • Represented Pliant in connection with its cross-border restructuring and recognition proceedings under the CCAA.
  • Represented the Pre-Petition Bank Syndicate to Quebecor World.
  • Acted for the DIP Lenders to Indalex Limited and Linens 'n Things.
  • Acted for the Informal Committee of Convertible Noteholders and two of the Plan Sponsors in Stelco Inc.
  • Acted for banks, OEMs and parts suppliers in connection with several automotive restructurings, including GBM Rivets & Fasteners, Niagara Machine Products, Windsor Machine, Dominion Springs, Vannatter/Solus, Cam-Tool & Die, Waltec Forgings, Hallmark Technologies, Genfast Manufacturing, Hunjan International, Veltri Metal Products, A.G. Simpson Automotive, Tiercon Industries, Brahm Industries and Autosystems Manufacturing.

Wael has acted for clients in the following additional public restructuring and insolvency matters:

  • Nortel Networks;
  • Angiotech;
  • Compton Petroleum;
  • General Motors and General Motors Canada;
  • Air Canada;
  • Teleglobe Inc.;
  • Ivaco Rolling Mills;
  • Inter-Canadien Airlines;
  • Cotton Ginny;
  • Playdium;
  • Roman Corporation;
  • Look Communications; and
  • Fantom Technologies
May 2019
Canadian Corporate & Restructuring Legislation: Changes Could be on the Way

Restructuring, Litigation and Business Law Bulletin

March 2017
The Enforceability of Make-Whole Clauses in Bankruptcy

Insolvency and Restructuring Bulletin

July 2014
Assigning Contracts in Canadian Insolvency Proceedings
Restructuring and Insolvency Bulletin
August 2013
CCAA Court Undoes Dealership Termination in Insolvency Proceeding
Restructuring and Insolvency Bulletin
October 2011
Demanding Repayment of Loans and Reasonable Notice - Back to the Future
National Banking Law Review - Lexis Nexis -  Volume 30, Number 5
April 2011
Demanding repayment of loans and reasonable notice – Back to the future
Restructuring & Insolvency Bulletin
April 2011
Re Indalex Limited: New Pension Deficiency Wrinkles for Financiers
Restructuring & Insolvency Bulletin
January 2011
The proposed federal pension plan workout scheme: some preliminary observations
Pensions and Employee Compensation Bulletin
November 2010
Allocation of Restructuring Costs: Don't Be Caught By Surprise!
Corporate Restructuring Bulletin
October 2010
Court clarifies elements of new interim financing rules
Corporate Restructuring Bulletin
March 2010
Impact of Insolvency Law Amendments on Distressed Automotive Parts Supplier Cases
Presentation to Automotive Parts Manufacturers' Association
Fall 2008
Canadian Business Restructuring Law: When Should a Court say 'No'?
The Banking & Finance Law Review, Fall 2008
April 2008
Asset-Based Lending: Recent Developments of Importance
2008 Lexpert / The American Lawyer - Guide to the Leading 500 Lawyers in Canada
April 2008
Insolvency & Financial Restructuring - Recent Developments of Importance
2008 Lexpert / American Lawyer - Guide to the Leading 500 Lawyers in Canada
September 2007
Legal Strategies for Acquiring Distressed Businesses in Canada
Chapter 14 in "Corporate Finance for Canadian Executives", edited by Howard E. Johnson (Carswell - Thomson Canada Limited - 2007)
October 2006
Insolvency Reform And The Asset-Based Lender
Article
October 2003
The Auditor as Monitor in CCAA Proceedings
What is the Debate?
Article
August 2007
Updates in Canadian Restructuring Case Law
CAIRP 2007 Annual Conference , Mont Tremblant, Quebec