Caroline L. Helbronner, Toronto

About Caroline

Caroline has practised exclusively in the areas of pensions, benefits and executive compensation for over 30 years. She advises on all aspects of the implementation, administration, funding, taxation and wind-up of pension, group benefit, profit-sharing and deferred compensation arrangements.

Caroline has deep experience advising clients in respect of pension, tax, trust and benefit issues arising in connection with cross-border situations, corporate transactions, loan agreements, insolvencies and compliance disputes. Her practice also focuses on pension investment, governance and fiduciary matters. She has advised plan sponsors on de-risking strategies, including buy-in and buy-out annuities, and has extensive experience advising clients on pension plan mergers, including mergers with jointly sponsored pension plans.

Caroline's clients include private and public sector pension plan sponsors and administrators, financial institutions and service providers.

Select Experience

Recent representative transactions include advising:

GMS Inc. on its acquisition of Yvon Building Supply Inc., Yvon Insulation Corporation, 2704026 Ontario Ltd. (d/b/a Yvon Insulation Windsor), Laminated Glass Technologies, Inc., and Right-Fit Foam Insulation Ltd.
Canadian counsel to Paramount Global on the US$1.6-billion sale of Simon & Schuster to KKR
Canadian counsel to Red Lobster Management LLC on its U.S./Canada cross-border restructuring
DCL Corporation in connection with its restructuring under the CCAA, done in coordination with the Chapter 11 proceedings of its US-based affiliates. The restructuring proceedings resulted in the going concern sale of the DCL Group's multi-jurisdictional business to its secured term lender for an aggregate purchase price estimated to be US$162-million to US$170.8-million
Conexiom, a Luminate Capital Partners portfolio company, on its US$130-million growth investment from Warburg Pincus
FirstGroup plc on the US$4.6-billion sale of First Student and First Transit to EQT Infrastructure
AST Investor Services Inc. (Canada) on its C$165-million acquisition by TMX Group Limited
Canadian counsel to Coty Inc. on its strategic transaction with KKR for Coty's Professional and Retail Hair business valued at US$4.3-billion
Torstar Corporation on its acquisition by NordStar Capital LP
A syndicate of underwriters led by TD Securities, JPMorgan and Citi in connection with Air Canada's public offering of C$500-million of voting shares and US$650-million of convertible senior notes
SilverMill, LLC on the acquisition of all of the shares of Cedarlane Corporation (and its US affiliate) by a joint venture of private equity funds SilverMill and PNC Riverarch Capital
Carillion Canada Inc., Carillion Canada Finance Corp. and TWD Roads Management Inc. on the sale of certain assets and liabilities used in the operation of Carillion Canada Inc.'s road plowing and maintenance business in the Province of Alberta, Province of Ontario and City of Toronto to Emcon Services Inc.
Silicon Valley Bank on the establishment of a Canadian branch
Outland-Carillion Services, a subsidiary of Carillion Canada Inc., on the sale of certain assets and liabilities to a wholly-owned subsidiary of Fairfax Financial Holdings

Awards & Recognition

Caroline received a 2014 Lexpert Zenith Award for excellence and thought leadership in the area of pensions and benefits law. She is also recognized as a leading lawyer in the following publications:

The Best Lawyers in Canada 2025 (Employee Benefits Law)
The Canadian Legal Lexpert Directory 2024 (Consistently Recommended – Pensions & Employee Benefits – Employer)
Who's Who Legal: Thought Leaders 2024 (Labour, Employment & Benefits – Pensions & Benefits)
Who's Who Legal 2023 (Labour, Employment & Benefits – Pensions & Benefits)
Who's Who Legal: Canada 2023 (Labour, Employment & Benefits)
Who's Who Legal: Thought Leaders 2022 (Global Elite: Pensions & Benefits)
Lexology Client Choice Awards 2020 (Employment & Benefits)
The Legal 500 Canada 2019 (Pensions)

Professional Activities

Caroline is a member of the Ontario Regional Council of the Canadian Pension and Benefits Institute. She is also a member of the Canadian Tax Foundation, the American Bar Association, the International Pension and Employee Benefits Lawyers Association, the Canadian Pension and Benefits Institute, the Association of Canadian Pension Management and the Ontario Bar Association. Caroline is the co-chair of the Financial Services Regulatory Authority of Ontario Standing Technical Advisory Committee for Defined Contribution Pension Plans.

Caroline has written and spoken across Canada and internationally on a wide range of topics in the areas of pension and employee benefits.

Professional Appearances

Co-speaker : Pensions Webinar Series: Key Topics and Developments in the Pensions and Benefits Sector
Blakes Business Class Seminar, Toronto, Ontario, May 14, 2024.
Co-speaker : Pensions Webinar Series: Key Topics and Developments in the Pensions and Benefits Sector
Blakes Business Class Seminar, Toronto, Ontario, November 28, 2023.
Speaker : Cross Country Legal Update
CPBI Forum 2023, Winnipeg, Manitoba, June 7, 2023.
Co-speaker : Pensions Webinar Series: Recent Developments in Pensions and Employee Benefits Law
Blakes Business Class Seminar, Toronto, Ontario, May 17, 2023.
Co-speaker : Pensions Webinar Series: Pension Regulatory Guidance on Cybersecurity Issues
Blakes Business Class Seminar, Toronto, Ontario, March 28, 2023.
Co-speaker : Pensions Webinar Series: Cybersecurity Considerations for Pension and Benefit Plans
Blakes Business Class Seminar, Toronto, Ontario, October 20, 2022.
Co-speaker : Pension and Employee Benefits Updates for 2022
CPBI Live session – Webinar, Toronto, Ontario, October 18, 2022.
Co-speaker : Pensions Webinar Series: Key Topics and Developments in the Pensions and Benefits Sector
Blakes Business Class Seminar, Toronto, Ontario, June 9, 2022.
Co-speaker : Annual Pensions Webinar Series: Webinar #1 - HR Legal Considerations for Remote Workers: Legal Foundation
Blakes Business Class Seminar, Toronto, Ontario, February 10, 2022.