MINING TO THE CORE
2
CASSELS BROCK MINING GROUP
“According to our research,
Cassels Brock has proved itself
again as one of the leading
mining firms in Canada”
– Who’s
Who Legal
MINING TO
THE CORE
When it comes to mining, Canada leads
the world. When it comes to mining law,
the leader to look for is Cassels Brock.
We are the largest, most experienced
mining group in the country, offering
our clients a combination of practical
understanding and hard-earned insight
into the business of mining that stands
out in the sector.
We’re mining authorities, which means
we can work with clients at every
stage of development, and on every
kind of mining-related matter – from
deals to dirt law, from exploration to
remediation, from early-stage companies
to established senior producers, from
Vancouver to Toronto, in Canada and
around the world.
Put simply, when it comes to mining,
“We know the drill.”
Table of Contents
Mergers and Acquisitions
Finance and Investment
Early-Stage and Mid-Tier Companies
Debt and Alternative Financing
Operation and Shut-Down
High-Stakes Litigation
Compliance and Regulatory Matters
Exploration and Development
International Practice
Mining Group
Representative Transactions Services and Expertise
Cassels Brock in Brief
Ranking Practitioners
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Cassels Brock lawyers are
listed as leading practitioners
in the area of mining law by
the 2015 Canadian Legal
Lexpert Directory
Cassels Brock lawyers are
listed in Best Lawyers in
Canada 2016 in the area
of natural resources and
mining law (two as Lawyers
of the Year)
CASSELS BROCK MINING GROUP
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Cassels Brock lawyers
are listed in the Who’s
Who Legal: Canada
2015 (one as one of
the top five highly
regarded individuals
in Mining Law in the
world)
Cassels Brock lawyers
are listed in Chambers
Global 2016 in the
area of energy and
natural resources
mining law
Cassels Brock lawyers
are listed in Chambers
Canada 2016 in the
area of energy and
natural resources
mining law
Cassels Brock lawyers
are listed as leading
practitioners in the area
of mining law (one as
a Corporate Lawyer to
Watch) by the 2015
Lexpert Guide to the
Leading US/Canada
Cross-border Corporate
Lawyers in Canada
Cassels Brock lawyers
are listed as leading
practitioners in the
area of mining law
by the 2016 Lexpert/
American Lawyer
Guide to the Leading
500 Lawyers in
Canada
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CASSELS BROCK MINING GROUP
MERGERS AND
ACQUISITIONS
By any measure, Cassels Brock
is among the leading firms for
mergers and acquisitions in
the mining sector. By many
measures, including deal volume
and deal completion*, we are
simply the leader.
Many factors contribute to our success
in this area, such as our expertise in
finance and securities coupled with our
technical knowledge of mining, our deep
relationships with key players across
Canada and internationally, and our
breadth of experience, gained over many
years – all of which can be summed up
in two words: good counsel.
Cassels Brock is routinely called upon
to participate in many of the sector’s
most significant M&A matters because,
no matter what side of a transaction
we are on, or what kind of transaction
it is – a merger, acquisition, take-over
bid, going private or going public –
we have a record for overcoming
obstacles, for identifying opportunities
and, with our client’s interests in mind,
for getting deals done.
* Mergermarket 2013 Q4
CASSELS BROCK MINING GROUP
“Cassels Brock is acclaimed for its mining practice, and stands
out in terms of both its mining securities work and its technical
expertise... It continues to be involved in some of the market’s
most significant M&A matters”
– Chambers
Global
BIG DEALS
Consolidated
Thompson Iron
Mines Limited
Goldcorp Inc.
Quadra FNX
Mining Ltd.
EBX Group
Acquisition by Cliffs Natural
Resources Inc.
Acquisition of
Andean Resources Limited
Acquisition by KGHM Polska
Miedz S.A.
Acquisition of Ventana Gold
Corp., Galway Resources Ltd.
and Calvista Gold Corporation
$4.9 Billion
$3.6 Billion
$3.5 Billion
$1.9 Billion
Anvil Mining
Limited
Uranium
One Inc.
Hecla Mining
Company
Lundin
Mining Corp.
Take-over by
Minmetals Resources Limited
Purchase by JSC
Atomredmetzoloto (ARMZ)
Acquisition of
Aurizon Mines Ltd.
Acquisition of
Eagle Mine’s Nickel-Copper
Project from Rio Tinto
$1.3 Billion
$1.3 Billion
$796 Million
$315 Million
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CASSELS BROCK MINING GROUP
FINANCE AND
INVESTMENT
At Cassels Brock, we know what
it takes to get a mine started, to
keep it running and to make it
succeed – as an operation and
as an investment.
Because we know markets as well as
mining, we’ve come to occupy a unique
place within the sector. For many of
the industry’s key players – investment
bankers, institutional investors and
senior producers (as well as early-stage
and junior companies) – we’re the
go-to firm when it comes to the business
of mining.
Acting for a wide range of Canadian
and international clients, we’ve been
part of many of the industry’s largest
and most complex transactions.
We’ve represented builders, buyers,
sellers, those looking to get into the
market and those looking to get out.
Over the course of many years and many
deals, we’ve shown that in addition to
top-tier legal services,
we provide our clients with another
valuable commodity – good advice.
CASSELS BROCK MINING GROUP
“...one way to gauge the depth of a firm’s mining practice is
to look at the number of public financings that firm works on
in the mining space.... Cassels Brock & Blackwell LLP emerges
as a clear leader in the sector”
– National Post
BIG DEALS
Silver
Wheaton Corp.
Goldcorp Inc.
Goldcorp Inc.
Lundin
Mining Corp.
Gold Purchase Agreements
with Vale S.A.
Secondary Offering of Silver
Wheaton Corp. Shares
Offering of Senior
Unsecured Notes
Amendment to Credit Facility
for Eagle Project Funding
$1.9 Billion
$1.566 Billion
US$1.5 Billion
$600 Million
High River Gold
Mines Ltd.
Consolidated
Thompson Iron
Mines Limited
GMP Securities
L.P. / BMO Capital
Markets
Alderon Iron
Ore Corp.
Acquisition of Minority
interest in High River Gold
Mines Ltd.
Strategic Investment
by Wuhan Iron & Steel
Corporation Limited
Public Offering of Common
Shares of HudBay Minerals Inc.
Investment by Hebei
Iron & Steel Group
$300 Million
US$240 Million
$173 Million
$119.9 Million
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CASSELS BROCK MINING GROUP
EARLY-STAGE AND MID-TIER COMPANIES
Why does Cassels Brock represent so many of the largest and most successful
producers in the mining sector? Often, it’s because we were there when they were
starting out – eager to work with a company that, in many cases, was not much
more than an idea (sometimes on paper, sometimes not). And that’s still the case.
Leveraging our knowledge of the industry and its
people, we’ve developed a reputation for being able
to help early-stage and mid-tier clients reach
“the next level”. Which, depending upon their particular
goals, might mean nailing down a claim, launching
an IPO, securing new funding or finding a buyer.
Our guidance extends beyond legal by assisting clients
with management, marketing and financing strategies.
Our focus on meeting our clients’ immediate needs
is coupled with a long-term industry perspective.
That’s one of the reasons for our success in working
with start-ups and juniors: we recognize potential,
we see where our clients can go and, even if it takes
some time, we’ll do everything we can to help get
them there.
RECENT DEALS
Volta
Resources Inc.
TMAC
Resources Inc.
Torex Gold
Resources Inc.
Sandstorm
Gold Ltd.
Sale to
B2Gold Corp.
Acquisition of Hope Bay
Project in Nunavut from
Newmont Mining Corporation
Bought Deal
Offering
Acquisition of
Premier Royalty Inc.
$63 Million
~undisclosed~
$143.8 Million
$28.3 Million
CASSELS BROCK MINING GROUP
DEBT AND ALTERNATIVE FINANCING
Financing that fits. Whether it is for supporting a project, funding an acquisition or
to meet ongoing operational needs, Cassels Brock is a leader in helping clients find
the debt financing they need to build their business.
Cassels Brock understands what makes a mine or
a mining project “bankable”. We know how to work
with borrowers and lenders to review options – Senior
debt or mezzanine? Convertible or non-convertible?
Bridge financing or a revolving line? Project finance or
metal stream? – and how to establish sustainable and
rewarding financing arrangements.
Because Cassels Brock is involved in so many sectorleading financings and M&A transactions, we know the
key players and their appetites. This allows us to move
quickly to get a deal done.
RECENT DEALS
Silver
Wheaton Corp.
Goldcorp Inc.
Vale Canada
Limited
Lundin Mining
Corporation
Bridge Loan and Revolving
Credit Facilities
Amendment of
Existing Credit Facility
Royalty and Off-take
Agreement with
KGHM International Ltd.
Amendment to Credit Facility
for Eagle Project Funding
$1.5 Billion
US$1.5 Billion
~undisclosed~
$600 Million
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CASSELS BROCK MINING GROUP
OPERATION AND SHUT-DOWN
“Dirt Law” is a shorthand term for a very broad area of practice. It can be applied to
all of the day-to-day work needed to start, operate and close a mine. This is ground
that Cassels Brock has well covered.
The challenge of dirt law – and one of the reasons
why true “operations lawyers” are a rather rare
commodity – is that, in addition to knowing the law,
it requires familiarity with topics like ecology, geology,
infrastructure and engineering, as well as skills in
mediation and negotiation, and a capacity for building
relationships with governments, local communities and
indigenous peoples. You need to be able to read the
crowd at a town hall meeting as skillfully as you can
vet a deed or draft a contract.
It’s something you can only learn through experience
and, as our clients have found, many of the most
experienced practitioners are at Cassels Brock.
Our lawyers have played key roles in historic treaty
negotiations, helped pave the way for infrastructure
development and advised on all legal matters relating
to mine exploration, development, operation and
reclamation.
CASSELS BROCK MINING GROUP
HIGH-STAKES LITIGATION
Like long distances and bad weather, litigation of one kind or another is now just
part of mining. And, like all other aspects of mining, when it comes to litigation –
whether it’s claims disputes, proxy fights, class actions, disclosure issues or any
other problem that may need to be addressed – Cassels Brock has the depth of
expertise to resolve matters quickly and efficiently.
Guided by experience, we help our clients understand
changes in the legal and regulatory landscape that can
affect their business. We work with clients to develop
litigation strategies so they can take early action to
resolve or mitigate issues.
When that’s not possible, when a matter has to go
to court, the work we’ve done in advance ensures our
clients are ready – and so are we. Simply put, whether
it’s high-stakes litigation or an early resolution,
Cassels Brock knows the drill.
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CASSELS BROCK MINING GROUP
COMPLIANCE AND REGULATORY MATTERS
Every day, Cassels Brock works to ensure that our clients are aware of changes
in the regulatory environment and in compliance with all regulatory and legal
requirements. Our understanding of mining also allows us to do a lot more.
Government relations and regulatory compliance are
critical in the mining industry, whether it involves
permitting, CSR, environmental compliance or
NI 43-101 disclosure.
Our leadership in mining provides Cassels Brock
with excellent connections to government and the
regulatory sector. Consequently, we often have
valuable insights into what is driving regulatory change
and into changing expectations for compliance and
disclosure. We routinely help our clients identify and
address potential issues of non-compliance.
We not only keep our clients informed about their
obligations, we also show them options and, whenever
possible, opportunities. We put matters into context,
and help clients understand the impact of regulation on
their daily operations and their long-term goals.
CASSELS BROCK MINING GROUP
EXPLORATION AND DEVELOPMENT
Finding a mineral deposit that’s worth mining and then pulling together the studies,
agreements, people and equipment required to mine it are, to say the least,
challenging and costly undertakings. It’s not surprising that so many companies
in the earliest stages of exploration and development come to our Mining Group.
Cassels Brock has a notable track record when it comes to helping mining
operations get off the ground and into production.
The most valuable legal services a client can receive occur
at the very beginning of a prospective project. To reduce
the risks associated with exploration and development, we
are regularly engaged to help clients establish relationships
with potential business partners, and to advise them
in establishing earn-in rights, setting up joint venture
arrangements and negotiating royalty agreements.
Our familiarity with the practical aspects of both
mining and finance helps us guide clients around
potential stumbling blocks, and toward sustainable
arrangements that meet their near-term objectives
and support their long-term success.
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CASSELS BROCK MINING GROUP
Nine Cassels Brock mining lawyers are listed in
Who’s Who Legal: Canada 2015, including one lawyer
recognized as one of the top five highly regarded
individuals in Mining Law in the world
INTERNATIONAL
PRACTICE
Financing. Capital. Resources.
Whatever form it takes, most
international mining companies come
to Canada looking for the same thing:
opportunity. To help ensure they find
it, Cassels Brock is often one of the
first stops on their Canadian itinerary.
We help companies navigate unfamiliar
territory and provide guidance on how
to best capitalize on opportunities that
are only available in Canada.
Cassels Brock is also well versed in
representing clients’ interests outside of
Canada. We have a worldwide network
of contacts and expertise that we can
tap into for our clients, coupled with
a global reputation that allows us to
work with the best. More importantly,
we have on-the-ground knowledge of
international jurisdictions because we’ve
been there.
From Australia to Zambia,
we know the drill.
CASSELS BROCK MINING GROUP
“Cassels Brock is a first-class mining shop on all fronts, with the
resources and experience to provide advice of an international calibre”
– Chambers Global
Our Clients’ Global Mining Operations and Interests
Argentina
Colombia
Greece
Mali
Papua New Guinea
Spain
Armenia
Costa Rica
Guatemala
Mauritania
Peru
Sweden
Australia
Cyprus
Guinea
Mexico
Portugal
Tanzania
Belarus
Democratic Republic
of the Congo
Guyana
Mongolia
Russia
Turkey
Honduras
Myanmar
Saudi Arabia
Ukraine
Indonesia
Namibia
Senegal
United Kingdom
Ireland
Nicaragua
Serbia
Italy
Niger
Singapore
United States
of America
Kazakhstan
Nigeria
Slovakia
Madagascar
Northern Ireland
South Africa
Malawi
Norway
South Korea
Bolivia
Brazil
Bulgaria
Burkina Faso
Canada
Chile
China
Dominican Republic
Ecuador
Ethiopia
Finland
French Guiana
Ghana
Uruguay
Venezuela
Zambia
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CASSELS BROCK MINING GROUP
MINING GROUP •
TORONTO
•
VANCOUVER
CHAD ACCURSI
caccursi@casselsbrock.com
GORDON R. CHAMBERS
gchambers@casselsbrock.com
DEEPAK GILL
dgill@casselsbrock.com
MATTHEW R. ALTER
malter@casselsbrock.com
NANCY CHOI
nchoi@casselsbrock.com
JAY GOLDMAN
jgoldman@casselsbrock.com
ZOHAR BARZILAI
zbarzilai@casselsbrock.com
JOHN T.C. CHRISTIAN
jchristian@casselsbrock.com
JENNIFER HANSEN
jhansen@casselsbrock.com
JOAN BECK
jbeck@casselsbrock.com
LINDSAY CLEMENTS
lclements@casselsbrock.com
GREGORY HOGAN
ghogan@casselsbrock.com
EVA BELLISSIMO
ebellissimo@casselsbrock.com
JOHN H. CRAIG
jcraig@casselsbrock.com
ALEXANDRA ILIOPOULOS
ailiopoulos@casselsbrock.com
MARK T. BENNETT
mbennett@casselsbrock.com
FRANK DELUCA
fdeluca@casselsbrock.com
SHAUN KHULLAR
skhullar@casselsbrock.com
ANDRÉ BOIVIN
aboivin@casselsbrock.com
BRIAN P. DOMINIQUE
bdominique@casselsbrock.com
ANITA KIM
akim@casselsbrock.com
DAVID BUDD
dbudd@casselsbrock.com
JAMIE FIRSTEN
jfirsten@casselsbrock.com
JAY F. KING
jking@casselsbrock.com
JENNIFER CAMPBELL
jcampbell@casselsbrock.com
ANDREA FITZGERALD
afitzgerald@casselsbrock.com
ADRIA LEUNG LIM
aleunglim@casselsbrock.com
CASSELS BROCK MINING GROUP
JAMIE LITCHEN
jlitchen@casselsbrock.com
JENNIFER L. POIRIER
jpoirier@casselsbrock.com
ALEX TARANTINO
atarantino@casselsbrock.com
MICKEY LUNGU
mlungu@casselsbrock.com
CARLA POTTER
cpotter@casselsbrock.com
JENNIFER TRAUB
jtraub@casselsbrock.com
SEAN MANIACI
smaniaci@casselsbrock.com
SAMANTHA PREST
sprest@casselsbrock.com
JOHN P. VETTESE
jvettese@casselsbrock.com
JOEL MCELRAVY
jmcelravy@casselsbrock.com
DAVID REDFORD
dredford@casselsbrock.com
JENNIFER WASYLYK
jwasylyk@casselsbrock.com
CATHY L. MERCER
cmercer@casselsbrock.com
JEFFREY P. ROY
jroy@casselsbrock.com
ANN WATTERWORTH
awatterworth@casselsbrock.com
CAMERON A. MINGAY
cmingay@casselsbrock.com
JASON R. SERNOSKIE
jsernoskie@casselsbrock.com
LUKE WOOLFORD
lwoolford@casselsbrock.com
PATIENCE OMOKHODION
pomokhodion@casselsbrock.com
KEN SNIDER
ksnider@casselsbrock.com
ALEXANDER PIZALE
apizale@casselsbrock.com
ANDREW SPENCER
aspencer@casselsbrock.com
DARRELL W. PODOWSKI
dpodowski@casselsbrock.com
PAUL M. STEIN
pstein@casselsbrock.com
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CASSELS BROCK MINING GROUP
REPRESENTATIVE TRANSACTIONS
• Mergers & Acquisitions
■ Corporate Finance ♦ Bank & Alternative Finance
DATE
Apr. 2016
DESCRIPTION
■■ Eastmain Resources Inc. Completes Private Placement Financing
■■ Silver Wheaton Corp. Completes Bought Deal MJDS Financing
CLIENT
VALUE
Eastmain Resources Inc.
$5,100,000
Silver Wheaton Corp.
●● Lake Shore Gold Corp. and Tahoe Resources Inc. Complete Business
Lake Shore Gold Corp.
♦♦
Yamana Gold Inc.
$550,000,000
$1,000,000,000
Combination
Mar. 2016
Yamana Gold Inc. Announces Copper Purchase Agreement with
Altius Minerals Corporation
●● Lithium Americas Corp. Enters into Join Venture Arrangement with Sociedad
Lithium Americas Corp.
■■ Belo Sun Mining Corp. Completes Private Placement
Belo Sun Mining Corp.
$60,000,000
US
$25,000,000
Quimica y Minera de Chile S.A. on Cauchari-Olaroz Lithium Project in Argentina
●● Lundin Mining Corporation to Acquire Interest in High Grade Copper/Gold Project
Lundin Mining Corporation
●● Dundee Precious Metals Inc. to Acquire Minority Equity Interest in
Dundee Precious Metals Inc.
■■ Integra Gold Corp. Completes Bought Deal Financing and Private Placement with
Integra Gold Corp.
■■ Oban Mining Corporation Closes Private Placement Offering for Subscription Receipts
Dundee Securities Ltd.
$12,000,000
US
$262,500,000
from Freeport-McMoRan Inc.
Feb. 2016
~undisclosed~
Avala Resources Ltd.
$18,500,000
Eldorado Gold Corporation
Jan. 2016
Dec. 2015
●●
●● Antofagasta plc Completes Acquisition of 50% of Zaldivar Copper Mine from
Sandstorm Gold Ltd. Acquires 56 Royalties from Teck Resources Limited
$12,600,000
Sandstorm Gold Ltd.
Antofagasta plc
US
$22,000,000
$1,005,000,000
US
Barrick Gold Corporation
Nov. 2015
■■ Lake Shore Gold Corp. Completes Private Placement
■■ Wellgreen Platinum Ltd. Completes Financing led by Resource Capital Fund VI L.P.
■■ Renaissance Oil Corp. Completes Private Placement
■■ Sandstorm Gold Ltd. Completes Bought Deal Financing
●● Silver Wheaton Corp. Acquires Silver Stream from Glencore plc’s Antamina Mine
Oct. 2015
■■ Jaguar Mining Inc. Completes Private Placement
♦♦ Yamana Gold Inc. Enters Into Metal Purchase Agreements with Sandstorm Gold Ltd.
■■ Dalradian Resources Inc. Closes Bought Deal Financing
Sept. 2015
●● Woulfe Mining Corp. Acquired by Almonty Industries Inc.
●● Western Lithium USA Corporation and Lithium Americas Corp. Complete Merger
Aug. 2015
July 2015
■■ Integra Gold Corp. Completes Private Placement with Eldorado Gold Corporation
■■ TMAC Resources Inc. Completes Initial Public Offering
♦♦ Tahoe Resources Inc. Closes Revolving Credit Facility
♦♦ TMAC Resources Inc. Closes Senior Secured Term Credit Facility
♦♦ New Gold Inc. Announces Streaming Agreement with RGLD Gold AG for Ongoing
Lake Shore Gold Corp.
$10,000,000
Wellgreen Platinum Ltd.
$11,400,000
Renaissance Oil Corp.
Sandstorm Gold Ltd.
Silver Wheaton (Caymans) Ltd.
$10,700,000
US
US
$28,800,000
$900,000,000
Confidential Group of
Investors
US
Yamana Gold Inc.
$148,000,000
Dalradian Resources Inc.
$21,500,000
$40,300,000
Special Committee of
Woulfe Mining Corp.
~undisclosed~
Western Lithium USA
Corporation
$83,800,000
Integra Gold Corp.
$14,600,000
TMAC Resources Inc.
$155,100,000
Tahoe Resources Inc.
US
TMAC Resources Inc.
US
$150,000,000
New Gold Inc.
US
$120,000,000
$175,000,000
Development of Rainy River Project
●● Newmarket Gold Inc. Completes Plan of Arrangement with Crocodile Gold Corp.
Newmarket Gold Inc.
$185,000,000
CASSELS BROCK MINING GROUP
“The [Cassels Brock] team earns considerable praise for its
experience in natural resources and mining deals.”
– Chambers
Global
• Mergers & Acquisitions
■ Corporate Finance ♦ Bank & Alternative Finance
DATE
June 2015
DESCRIPTION
■■ Goldcorp Inc. Completes Secondary Offering of Shares of Tahoe Resources
●● Yamana Gold Inc. Completes Acquisition of Mega Precious Metals Inc.
●● Allana Potash Corp. Completes Plan of Arrangement with Israel Chemicals Ltd.
■■ Newmarket Gold Inc. Completes Private Placement
■■ Western Lithium USA Corporation Completes Bought Deal Offering
May 2015
■■ Cormark Securities Inc. Completes Bought Deal Private Placement with
CLIENT
Goldcorp Inc.
VALUE
$1,000,000,000
Yamana Gold Inc.
$17,500,000
Allana Potash Corp.
$160,000,000
Newmarket Gold Inc.
$25,000,000
Western Lithium USA
Corporation
$8,000,000
Cormark Securities Inc.
$3,600,000
NioGold Mining Corp.
■■ Avalon Rare Metals Inc. Completes Public Offering
■■ Belo Sun Mining Corp. Completes Private Placement
●● Caspian Energy Inc. Completes Acquisition of Aral Petroleum Capital LLP
■■ Pershimco Resources Inc. Successfully Completes Private Placement
■■ Energizer Resources Inc. Closes Private Placement Offering
Apr. 2015
●● Sandstorm Gold Ltd. to Acquire Gold Royalties Corporation
■■ Castle Mountain Mining Company Limited Completes Non-Brokered Offering
■■ Rubicon Minerals Corporation Closes Private Placement Offering
●● Tahoe Resources Inc. Completes Merger with Rio Alto Mining Limited
Mar. 2015
■■ Red Eagle Mining Corporation Completes Construction Financing
●●
Sandstorm Gold Ltd. Acquires Royalty on Diavik Diamond Mine
■■ Silver Wheaton Corp. Completes Bought Deal MJDS Financing
●● Goldcorp Inc. Acquires Probe Mines
●● Silver Wheaton Corp. Acquires Additional Gold Stream From Vale’s Salobo Mine
Avalon Rare Metals Inc.
$4,000,000
Belo Sun Mining Corp.
$15,000,000
Caspian Energy Inc.
US
$47,100,000
TD Securities Inc. / Beacon
Securities Limited / Dundee
Securities Ltd. / GMP
Securities L.P.
$7,000,000
Energizer Resources Inc.
$2,500,000
Sandstorm Gold Ltd.
$5,700,000
Castle Mountain Mining
Company Limited
$200,000,000
Rubicon Minerals Corporation
Tahoe Resources Inc.
$30,200,000
$1,300,000,000
Red Eagle Mining Corporation
US
Sandstorm Gold Ltd.
US
Silver Wheaton Corp.
US
$52,500,000
$800,000,000
Goldcorp Inc.
Silver Wheaton Corp.
$65,000,000
$526,000,000
$900,000,000
US
in Brazil
Feb. 2015
■■ Pure Gold Mining Inc. Completes Bought Deal Private Placement
■■ BitGold Inc. Completes Private Placement
■■ Asanko Gold Inc. Completes Bought Deal Financing
Macquarie Capital Markets
Canada Ltd. / Cormark
Securities Inc. / Canaccord
Genuity Corp.
$5,700,000
Dundee Securities Ltd. /
Clarus Securities Inc. / GMP
Securities L.P. / Canaccord
Genuity Corp.
$7,000,000
Cormark Securities Inc. /
BMO Capital Markets / Clarus
Securities Inc. / Haywood
Securities Inc. / Raymond
James Ltd. / RBC Capital
Markets
$46,000,000
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CASSELS BROCK MINING GROUP
• Mergers & Acquisitions
■ Corporate Finance ♦ Bank & Alternative Finance
DATE
Feb. 2015
Jan. 2015
DESCRIPTION
■■ Yamana Gold Inc. Completes Equity Financing
●● Antofagasta plc Acquires Duluth Metals Limited
■■ TMAC Resources Inc. Completes Private Placement
●● New Gold Inc Acquires Bayfield Ventures Corp.
Dec. 2014
CLIENT
VALUE
Yamana Gold Inc.
$300,000,000
Antofagasta plc
$96,000,000
TMAC Resources Inc.
$44,000,000
New Gold Inc.
$16,600,000
■■ Integra Gold Corp. Completes Bought Deal Private Placement of Flow-Through
Integra Gold Corp.
■■ Wellgreen Platinum Ltd. Completes Private Placement
Wellgreen Platinum Ltd.
$2,700,000
Eagle Graphite Corporation
$3,000,000
$8,200,000
and Super Flow-Through Common Shares
●●
Eagle Graphite Corporation Completes Reverse Take-over of
Amerix Precious Metals Corporation
■■ Allied Nevada Gold Corp. Completes Public Offering
■■ Lake Shore Gold Corp. Completes Bought Deal Private Placement Financing of
Allied Nevada Gold Corp.
$21,800,000
Lake Shore Gold Corp.
$15,100,000
Flow-Thorugh Shares
Nov. 2014
■■ Fortress Minerals Corp. Closes Private Placement of Subscription Receipts
■■ Wellgreen Platinum Ltd. Completes Private Placement
■■ Talon Metals Corp. Closes Bought Deal Private Placement
■■ Roxgold Inc. Completes Bought Deal Financing
●●
Oct. 2014
Sept. 2014
Lundin Mining Corp. Purchases 80% Interest in the Candelaria Mining Complex
in Chile
■■ Lundin Mining Corp. Completes Bought Deal Financing
●● Integra Gold Corp. Acquires Sigma-Lamaque Milling Facility and Mine
●● R2 Energy Ltd. Completes Reverse Take-over Transaction with
GMP Securities L.P. / Pareto
Securities Limited / Pareto
Securities AB / BMO Capital
Markets / Scotia Capital Inc.
$200,000,000
Wellgreen Platinum Ltd.
$9,100,000
Dundee Securities Ltd. /
Jones, Gable & Company
Limited / Edgecrest Capital
Corporation / Haywood
Securities Inc.
$4,400,000
Roxgold Inc.
Lundin Mining Corp.
$30,000,000
$1,852,000,000
US
Lundin Mining Corp.
$674,000,000
Integra Gold Corp.
$8,000,000
R2 Energy Ltd.
$6,000,000
San Antonio Ventures Inc. and Concurrent Financing, Creating Renaissance Oil Corp.
♦♦
Aug. 2014
Guyana Goldfields Inc. Completes Project Finance Facility to Fund the
Aurora Gold Project
♦♦ New Gold Inc. Refinances Senior Revolving Credit Facilites
■■ Torex Gold Resources Inc. Completes Project Financing Facility
Guyana Goldfields Inc.
US
New Gold Inc.
US
$185,000,000
$300,000,000
Torex Gold Resources Inc.
$375,000,000
●● Sulliden Gold Corporation Ltd. Completes Plan of Arrangement with
Sulliden Gold Corporation Ltd.
$406,100,000
■■ Dalradian Resources Inc. Completes Bought Deal Prospectus Offering and
Dalradian Resources Inc.
$27,000,000
■■ Horizonte Minerals Plc Completes Fully-marketed Prospectus Offering and
Horizonte Minerals Plc
$10,100,000
Rio Alto Mining Limited
July 2014
Concurrent Private Placement Offering
Concurrent Private Placement Offering
CASSELS BROCK MINING GROUP
• Mergers & Acquisitions
■ Corporate Finance ♦ Bank & Alternative Finance
DATE
DESCRIPTION
July 2014
■■ Rubicon Minerals Corporation Completes Public Offering
June 2014
■■ Panoro Minerals Ltd. Completes Bought Deal Financing
♦♦ Yamana Gold Inc. Completes Offering of Senior Notes
■■ Sarama Resources Ltd. Completes Private Placements
♦♦ Lachlan Star Limited Converts Secured Debt Facility with
CLIENT
VALUE
TD Securities Inc. / BMO
Capital Markets / National
Bank Financial Inc. /
Canaccord Genuity Corp.
$12,000,000
Panoro Minerals Ltd.
Yamana Gold Inc.
$5,800,000
US
$500,000,000
Sarama Resources Ltd.
$3,100,000
Lachlan Star Limited
$10,000,000
Sprott Resource Lending Partnership to Secured Gold Loan
■■ Excelsior Mining Corp. Completes Bought Deal Financing
■■ Castle Mountain Mining Company Limited Completes Bought Deal Financing
■■ Nighthawk Gold Corp. Completes Private Placement
■■ Wellgreen Platinum Ltd. Completes Bought Deal Offering
■■ NGEx Resources Inc. Completes Private Private Placement to Swedish and
Excelsior Mining Corp.
$4,000,000
Castle Mountain Mining
Company Limited
$5,800,000
Nighthawk Gold Corp.
$8,000,000
Wellgreen Platinum Ltd.
$6,900,000
NGEx Resources Inc.
$35,000,000
International Investors
■■ Goldcorp Inc. Completes Note Offering
●● Denison Mines Corp. Acquires International Enexco Ltd.
●● Flemish Gold Corp. Completes Amalgamation with Murchison Minerals Ltd.
Goldcorp Inc.
$1,000,000,000
Denison Mines Corp.
~undisclosed~
Flemish Gold Corp.
~undisclosed~
by way of Three Cornered Amalgamation
May 2014
●● Sandstorm Gold Ltd. Acquires Sandstorm Metals & Energy Ltd.
■■ RB Energy Inc. Completes Bought Deal Equity Financing
■■ Western Lithium USA Corporation Completes Public Offering
■■ Altius Minerals Corporation Completes Public Offering
♦♦
Allied Nevada Gold Corp. Completes Reveloving Term Credit Facilities
●● East Africa Metals Inc. Announces Plan of Arrangement with
Sandstorm Gold Ltd.
$49,000,000
Dundee Securities Ltd. /
Scotiabank / GMP Securities
L.P. / Euro Pacific Canada Inc.
$22,000,000
Dundee Securities Ltd.,
Haywood Securities Inc.
Scotia Capital Inc. / Haywood
Securities Inc. / BMO Capital
Markets / Sprott Private
Wealth L.P. / Raymond James
Ltd. / Salman Partners Inc.
Allied Nevada Gold Corp.
$9,200,000
$65,000,000
US
$75,000,000
East Africa Metals Inc.
$5,800,000
Tigray Resources Inc.
■■ EPM Mining Ventures Inc. Completes Financing
■■ Teranga Gold Corporation Completes Bought Deal Offering
EPM Mining Ventures Inc.
Cormark Securities Inc. /
Macquarie Capital Markets
Canada Ltd. / CIBC World
Markets Inc. / RBC Dominion
Securities Inc. / Scotia Capital
Inc. / Canaccord Genuity Corp. /
Desjardins Securities Inc. /
Jennings Capital Inc.
US
$3,200,000
$29,900,000
19
20
CASSELS BROCK MINING GROUP
SERVICES AND EXPERTISE
Our expertise and experience extend to many areas of business and regulatory matters. But, at the
core, what sets us apart is an unsurpassed understanding of mining. It’s what makes the difference
in our approach and our results.
MERGERS AND ACQUISITIONS
‹‹Solicited and unsolicited
take-over bids
‹‹Business combinations
‹‹Cross-border transactions
‹‹Multi-party bid processes
‹‹Asset acquisitions and dispositions
‹‹Innovative legal structures
‹‹Special Committee representation
FINANCE AND INVESTMENT
‹‹Public offerings
‹‹Bought deals
‹‹Private placements
‹‹Strategic investments
‹‹Rights offerings
EARLY-STAGE AND MID-TIER
COMPANIES
‹‹Going public
‹‹Solicited take-over and merger
opportunities
‹‹Financings strategies
‹‹Management and marketing advice
DEBT AND ALTERNATIVE
FINANCING
‹‹Project finance
‹‹Metal streams and royalties
‹‹Corporate term debt and revolving
credit facilities
‹‹Convertible debt
‹‹High-yield debt
OPERATION AND SHUT-DOWN
‹‹Construction and infrastructure matters
‹‹Off-take agreements
‹‹Hedging
‹‹Property, income, mining and
commodity tax advice
‹‹Employment and labour advice
‹‹Indigenous issues and claims
‹‹Mine closures, decommissioning
and reclamation
To find out more, please visit us online at casselsbrock.com
EXPLORATION AND DEVELOPMENT
‹‹Joint ventures
‹‹Option agreements
‹‹Dispute resolution and litigation
‹‹Mineral and surface rights
HIGH-STAKES LITIGATION
‹‹Proxy fights
‹‹Class actions
‹‹Claims disputes
‹‹Secondary market liability
COMPLIANCE AND
REGULATORY MATTERS
‹‹Corporate social responsibility
‹‹Environmental compliance
‹‹Corporate governance
‹‹National Instrument 43-101
‹‹Executive compensation
‹‹Continuous disclosure
‹‹Environmental compliance,
occupational health and safety
and other regulatory issues
CASSELS BROCK MINING GROUP
CASSELS BROCK IN BRIEF
‹‹ Canadian law firm of more than 200 lawyers based in Toronto and Vancouver focused
on serving the transaction, advocacy and advisory needs of the country’s most dynamic
business sectors
‹‹ Emphasis on core practice areas of mergers and acquisitions, securities, finance,
restructuring and insolvency, corporate and commercial law, litigation, taxation, intellectual
property and information technology, and government relations
‹‹ One of the largest corporate law practices in Canada, serving multinational, national and
regional enterprises
‹‹ Consistently ranked at or near the top of Bloomberg, Thomson Financial and MergerMarket
deals league tables for mergers and acquisitions and equity offerings
‹‹ Cited as market leaders by Lexpert®, ALM 500, Chambers Global, Best Lawyers, Who’s
Who Legal and others
‹‹ Regularly act on deals honoured at the Canadian Dealmakers’ Gala and for counsel
recognized at the Canadian General Counsel Awards
‹‹ Dedicated to staying on the leading edge of trends in law and business to offer timely
proactive and strategic advice that adds demonstrable value
‹‹ Serving leadership roles in business, political, civic, charitable and cultural organizations in
community, national and international organizations
21
Cassels Brock & Blackwell LLP
Toronto
Vancouver
Suite 2100, Scotia Plaza
40 King Street W. Toronto, ON
Canada M5H 3C2
Tel: 416 869 5300
Suite 2200, HSBC Building
885 W. Georgia Street
Vancouver, BC Canada V6C 3E8
Tel: 604 691 6100
casselsbrock.com
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