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Tina Woodside is a partner in Gowlings' Toronto office, specializing in corporate and securities law with particular emphasis on corporate finance, mergers and acquisitions and corporate governance matters.
Tina's M&A practice involves advising acquirors and target companies regarding friendly and hostile takeover bids and other forms of business combinations. Her corporate finance practice involves advising issuers and underwriters, both domestic and foreign, regarding initial public offerings, prospectus offerings, private placements, stock exchange listings, establishing operations in Canada and providing advice with respect to corporate governance matters and securities regulatory matters.
In December 2010, Tina was appointed a member of the Ontario Securities Commission Securities Advisory Committee, which consults with the OSC on a wide range of market issues and provides advice to the OSC on legislative and policy initiatives and capital market trends.
In September 2011, Tina was appointed a Fellow of the American Bar Association. Membership in the Fellows is limited to one third of one per cent of the lawyers in America. Fellows of the ABF is an honorary organization of legal professionals who have been elected by their peers because of outstanding achievements in the legal profession.
Since the merger of Smith Lyons LLP with Gowlings in 2001, Tina has held a number of senior management positions within the Firm. She is the past head of the Toronto Corporate Finance Department, and has been a member of the Toronto Management Committee and the National Executive Committee as well as chair of the National Professional Development and Associates Committee and the National Governance Committee.
- Acted for Franco-Nevada Corporation in connection with its $1 billion base shelf prospectus filing in Canada and the United States.
- Acted for Franco-Nevada Corporation in connection with its acquisition of Gold Wheaton Gold Corp. by way of a court-approved plan of arrangement for approximately $1-billion.
- Acted for Breakwater Resources Ltd. in connection with $44-million bought deal public offering.
- Acted for South American Silver Corp. in connection with $32-million private placement by way of bought deal and to strategic investor.
- Acted for the Premier and the Province of Saskatchewan in connection with BHP Billiton's attempted $36.8 billion hostile take-over bid for Potash Corporation of Saskatchewan Inc.
- Acted for Penfold Capital Acquisition Corporation in connection with its Qualifying Transaction with PBS Coals Limited with a value of approximately $820 million, and in connection with its subsequent take-over by OAS Severstal for approximately $1-billion.
- Acted for High Desert Gold Corporation on successful substantial issuer bid in response to hostile take-over bid (defeated).
- Acted for BV! Media Inc. in connection with $25-million sale to Rogers Media by way of three-cornered amalgamation.
- Acted for U.S. private equity firm in connection with indirect acquisition of Canadian subsidiaries of U.S. target company and related financing of acquisition through third party lenders.
- Acted for Canadian private equity firm on sale of interest in portfolio company for proceeds of $103-million.
- Acted for High Desert Gold Corporation on its $20-million initial public offering and TSX listing.
- Acted for South American Silver Corp. on its $17-million initial public offering and TSX listing.
- Acted for CLV Group Inc. in connection with $14-million private placement of, and property management agreement with, InterRent Real Estate Investment Trust.
- Acted for CRS Electronics Inc. in connection with initial listing on TSX Venture Exchange by way of CPC qualifying transaction and related private placement.
- Acted for Mavrix Fund Management Inc. in connection with its acquisition by Growth Works Ltd.
- Acted for Black Birch Capital Acquisition II Corp. in connection with CPC initial public offering.
- Acted for Verdant Financial Partners I Inc. in connection with CPC initial public offering.
- Acting for several small to mid-sized companies on numerous brokered and non-brokered private placements.
Tina has spoken at conferences presented by Federated Press, the Canadian Institute, the Canadian Bar Association, the Ontario Bar Association and the Canadian Corporate Counsel Association on topics including M&A trends, public company disclosure and other regulatory obligations, prospectus financings and due diligence in public market transactions. Her views on securities regulation and the legal profession have been quoted in the National Post, Law Times and the International Financial Law Review.
Most recently Tina was a speaker at the Canadian Institute’s Securities Superconference (February 2009) and the Ontario Bar Association Business Law Program – Canadian Deal Points Study: Deal Terms for Acquisitions of Private Targets (December 2010 and November 2008).
Tina has written extensively in the areas of mergers and acquisitions and securities regulation. She is the editor or co-editor of the following texts and looseleaf services:
- Canadian Forms and Precedents: Banking and Finance – Private Placements Chapter (LexisNexis Canada Inc.) (Editor, 1991 - present)
- Ontario Corporations Law Guide – Corporate Finance and Financial Disclosure chapters (CCH Canadian Ltd.) (Co-author, 2004 - present)
- Canadian Corporate Secretaries Guide – Corporate Governance, Financial Disclosure and Corporate Finance chapters (CCH Canadian Ltd.) (Co-author, 2005 - present)
- Ultimate Corporate Counsel Guide – Shareholder Meeting chapter (CCH Canadian Ltd.) (Co-author, 2006 - present)
- International Survey of Investment Advisor Regulation, 2nd Edition – Canada chapter (Kluver Law International) (1999)
Tina has also written the following articles:
- OSC Provides Update on Review of Shareholder Democracy Issues – MarketCaps @ Gowlings newsletter (January 2011)
- Private Equity in Canada: The Right Place at the Right Time? – International Financial Law Review/Expert Guide to the World’s Leading Private Equity Lawyers (September 2010)
- OSC Releases Full Reasons in HudBay Minerals – MarketCaps @ Gowlings newsletter (May 2009)
- OSC Decision Requires Shareholder Vote on HudBay/Lundin Transaction – Implications for Dilutive Business Combinations in Canada – MarketCaps @ Gowlings newsletter (January 2009)
- Modified Expectations and a Big Elephant in the Room – Euromoney Institutional Investor (June 2008)
- Cross-Border Canadian Private Equity: Northern Exposure – 2007 Lexpert Guide to the Leading US/Canada Cross-Border Corporate Lawyers in Canada (June 2007)
- Under Control: Notes from Tina Woodside’s “Designing and Implementing a Compliant Disclosure System – CCH Corporate Brief, Number 148 (December 2006)
- Mergers &Acquisitions Yearbook 2003, a Legal Guide – Canada chapter (International Financial Law Review) (April 2003)
- Dutch Auctions – International Financial Law Review (March 2003)
- Market Analysis – Canada stands firm on corporate governance – International Financial Law Review (January 2003)
- Canada harmonizes continuous disclosure rules – International Financial Law Review (August 2002)
- Mergers & Acquisitions Yearbook 2001, a Legal Guide – Canada chapter (International Financial Law Review) (April 2002)
- Mergers &Acquisitions Yearbook 2000, a Legal Guide – Canada chapter (International Financial Law Review) (April 2001)
- Public Company Disclosure Requirements – Boardroom Intelligence, A Journal Devoted to Developments in Corporate Affairs by Federated Press (November 2000)
- Exchangeable Shares Level the Playing Field for Foreign Bidders – International Financial Law Review and Mergers & Acquisitions in Canada (July 2000)
- International Investors Beware of Foreign Securities Law – International Financial Law Review (November 1999)
- Testing the Waters Without Falling In – Canadian Investor Relations Institute Newsline (May 1999)
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