Aaron Palmer, Toronto

About Aaron

Aaron's practice focuses on derivatives, securities, investment fund, capital markets and banking transactional and regulatory matters. He has been a Partner at Blakes since 2009 and provides clients with innovative and practical advice based on his deep understanding of capital markets, trading and commercial law and related insolvency, tax and regulatory matters.

Aaron works on a broad range of financing transactions, public and private offerings, structured financial transactions, and securities dealer compliance and regulatory matters. He has extensive experience with the development of innovative investment and structured finance products and with derivatives-based transactions and documentation involving equity, credit, commodity, interest rate and FX derivatives.

Aaron is recognized as one of Canada's leading derivatives lawyers. He also has extensive industry-leading experience with prime brokerage, futures trading, investment fund regulation, derivatives clearing, securities lending and repo transactions. His derivatives experience includes a five-month secondment to the law department of a major Canadian bank, advising on equity derivatives transactions. Aaron's derivatives, capital markets and cryptocurrency work is backed by his first degree in mathematics from Waterloo.

From 2004 to 2006, Aaron worked in the Firm's London office where he worked on a broad range of international financial and M&A transactions. He has also lived and worked in Hungary and Japan.

Select Experience

Derivatives

Aaron actively advises leading market participants on Canadian derivatives regulatory developments related to margins, mandatory clearing, dealer and adviser registration and business conduct requirements and trade reporting. He is fully conversant in the full range of industry transactional and onboarding documentation including ISDA Master Agreements, Credit Support Annexes, ISDA Protocols, Transaction Confirmations and Definitions for equity, credit, commodity, interest rate and FX derivatives, and GMRA, GMSLA and other repo, securities lending and collateral agreements.

His recent work in this area includes:

Primary Canadian derivatives counsel to numerous market-leading banks, dealers, investment funds and multi-national corporations

Frequent transactional advice involving ISDA documentation, clearing, collateral and security, total return swaps and forwards, synthetic financing transactions and interest rate swap negotiations for borrowers and lenders on syndicated lending transactions, including the largest syndicated interest rate swap transaction in Canadian history

Formal legal opinions provided to numerous banks covering netting and collateral matters under ISDA, MSFTA, GMRA, GMSLA, MRA, MSLA and Futures Account master agreements as well as opinions covering exchange rules, clearinghouse rules, compliance matters and bespoke transactions

Investment Funds and Structured Transactions

Recent work in this area includes:

Acting for CIBC on the structuring and launch of Canadian Depositary Receipts ("CDRs"), a novel exchange-traded structured product providing Canadian investors with access to hedged fractional investing in individual large-cap international stocks

Obtaining novel exemptive relief orders from securities regulatory authorities in respect of investment fund investment restrictions related to the use of leverage, short-selling and hedging

Negotiating securities and commodities custody and fund administration matters for leading public investment fund families
Advising investment funds on cryptocurrency securities offerings, custody and related exemptive relief matters

Aaron also advised a lead investor on the restructuring of Canada's C$32-billion non-bank-sponsored asset-backed commercial paper (ABCP) market and the underlying Collateralized Debt Obligation and securitization transactions.

Additional Capital Markets and Market Infrastructure Experience

Recent work in this area includes:

Securities and derivatives regulatory counsel to exchanges, clearing houses and alternative trading systems
Counsel for numerous widely offered and publicly offered domestic and cross-border note and bond offerings and securitization transactions

Advising on issuer bids, synthetic take-over bids, monetizations, equity derivatives structures, clearing rules, dark liquidity pools, IIROC rules, equity trading, insolvency and personal property security matters

Canadian structuring counsel on reinsurance transactions for numerous EU pension plan longevity insurance providers
Obtaining exemptive relief from securities regulatory authorities in respect of securities and futures dealer registration requirements and securities exchange recognition requirements