Arman Farahani

Vancouver

604.691.7430

[email protected]

Expertise Capital Markets & Securities Corporate Governance Mergers & Acquisitions Mining Oil & Gas

Language(s) Spoken

English

Arman Farahani practices capital markets, securities and business law, focusing primarily on transactional, regulatory and general corporate and commercial matters. He is recognized for his deep expertise in public mergers and acquisitions and corporate financings, having advised on over $15 billion of transactions across various industries, including mining, technology, cannabis, gaming, and oil and gas.

In advising listed issuers, Arman provides counsel on general corporate and securities matters, including listings, corporate governance, continuous disclosure obligations and other regulatory compliance matters.

Arman is recognized as a top public M&A lawyer by a leading legal publication and frequently lectures on various public M&A topics. He also serves as a co-author of the American Bar Association’s Canadian Public Target M&A Deal Points Study, providing insights into key legal trends in Canadian public M&A transactions.

Earlier in his career, Arman was seconded to Teck Resources Limited, one of Canada’s largest diversified resource companies, where he provided legal counsel across various business units, including during the start-up phase of the Fort Hills oil sands project.

Expertise

Industries

Practices

Representative Matters

Acting for Tactical Resources Corp (TSX.V: RARE), a mineral exploration and development company, in its US$500 million acquisition by Plum Acquisition Corp. III (NASDAQ: PLMJ) by way of a plan of arrangement.
Acting for DevvStream Holdings Inc. (NEO: DESG), a leading carbon streaming company, in its US$212.8 million acquisition by Focus Impact Acquisition Corp. (NASDAQ: FIAC) by way of a plan of arrangement.
Acted for Teck Resources Limited (TSX: TECK.A, TECK.B; NYSE: TECK), one of Canada’s largest diversified resource companies, in its US$1.38 billion cash tender offer of its outstanding notes, July 2024.
Acted for HS Govtech Solutions Inc. (formerly CSE: HS), a leading provider of SaaS applications for government, in its all-cash $33.3 million acquisition by a US private equity fund operated by Banneker Partners LLC by way of a plan of arrangement, November 2023.
Acted for Palos Capital Corp., a financial services firm, as a member of a purchaser group in its acquisition of IOU Financial Inc. (formerly TSXV: IOU), a wholesale lender, by way of a plan of arrangement, September 2023.
Acted for Avcorp Industries Inc. (formerly TSX: AVP), a Canadian manufacturer of aerostructures for the global aerospace industry, in its $139 million acquisition by Latécoère S.A. by way of a plan of arrangement, November 2022.
Acted for Uranium Energy Corp. (NYSEAM: UEC), a U.S.-based uranium mining and exploration company, in its $277 million acquisition of UEX Corporation by way of a plan of arrangement, August 2022.
Acted for Teck Resources Limited (TSX: TECK.A, TECK.B; NYSE: TECK) in its US$650 million cash tender offer of its outstanding notes, June 2022.
Acted for Aurora Cannabis Inc. (TSX: ACB; NASDAQ: ACB), a Canadian company focused on the production and distribution of medical and recreational cannabis, in its up to $68 million acquisition of Terrafarma Inc. (parent company of Thrive Cannabis) by way of a three-cornered amalgamation, May 2022.
Acted for Next Green Wave Holdings Inc. (formerly CSE: NGW), a cannabis producer based in California, in its $91 million acquisition by Planet 13 Holdings Inc. by way of a plan of arrangement, March 2022.
Acted for HempFusion Wellness Inc. (formerly TSX: CBD.U), a health and wellness company specializing in CBD-based products, in its up to US$25 million acquisition of APCNA Holdings, LLC (Apothecanna) and up to US$30 million acquisition of Sagely Enterprises Inc. by way of share exchange transactions, July and August 2021.
Acted for HempFusion Wellness Inc. (formerly TSX: CBD.U) in its US$42 million brokered and non-brokered offerings, US$17 million initial public offering, and listing on the Toronto Stock Exchange, January 2021.
Acted for Teck Resources Limited (TSX: TECK.A, TECK.B; NYSE: TECK) in its US$550 million notes offer, its US$539 million cash tender offer of its outstanding notes, and its exchange offer of notes, July to November 2020.
Acted for Advantage Lithium Corp. (formerly TSXV: AAL), a lithium exploration company with projects focused in Argentina, in its $69 million acquisition by Orocobre Limited by way of a plan of arrangement, April 2020.
Acted for Aurora Cannabis Inc. (TSX: ACB; NASDAQ: ACB) in its $65 million acquisition of Hempco Food and Fiber Inc. by way of a plan of arrangement, August 2019.
Acted for Aurora Cannabis Inc. (TSX: ACB; NASDAQ: ACB) in its $175 million acquisition of Whistler Medical Marijuana Corp. by way of a three-cornered amalgamation, March 2019.
Acted for Integrity Gaming Corp. (formerly TSX-V: IGAM), a company providing gaming equipment and services to Native American-owned casinos, in its $65 million acquisition by PlayAGS Inc. by way of a plan of arrangement, February 2019.
Acted for Aurora Cannabis Inc. (TSX: ACB; NASDAQ: ACB) in its $290 million acquisition of ICC Labs Inc. by way of a plan of arrangement, November 2018.
Acted for Teck Resources Limited (TSX: TECK.A, TECK.B; NYSE: TECK) in its US$1.0 billion cash tender offer of outstanding notes, August 2018.
Acted for Teck Resources Limited (TSX: TECK.A, TECK.B; NYSE: TECK) in its $23.2 million acquisition of AQM Copper Inc. by way of a plan of arrangement, January 2017.
Acted for The Catalyst Capital Group Inc., a Canadian private equity firm, in its capacity as plan sponsor in respect of Pacific Exploration & Production Corporation’s US$5.4 billion financial restructuring, November 2016.
Acted for The Catalyst Capital Group Inc. in its capacity as underwriter to Pacific Exploration & Production Corporation’s US$500 million debtor-in-possession financing, June 2016.
Acted for Teck Resources Limited (TSX: TECK.A, TECK.B; NYSE: TECK) in its US$1.25 billion offering of senior unsecured notes and its related US$1.25 billion cash tender offer of outstanding notes, June 2016.
Acted for Lake Shore Gold Corp. (formerly TSX: LSG), a Canadian gold mining company, in the $103 million redemption of its convertible debentures, May 2016.
Acted for Tahoe Resources Inc. (formerly TSX: THO), a mining company focused on precious metals exploration, development, and production, in its $1.06 billion acquisition of Lake Shore Gold Corp. by way of a plan of arrangement, April 2016.
Acted for Eastern Platinum Limited (TSX: ELR), a Canadian company focused on platinum group metals in South Africa, in the proposed US$185 million sale of substantially all of its assets, September 2015.
Acted for Cayden Resources Inc. (formerly TSX-V: CYD), a precious metals exploration company, in its $205 million acquisition by Agnico Eagle Mines Limited by way of a plan of arrangement, November 2014.
Acted for Uranium Energy Corp. (NYSEAM: UEC) in establishing its US$20 million secured credit facility, July 2013.
Acted for Uranium Energy Corp. (NYSEAM: UEC) in its acquisition of prospecting permits in Paraguay’s Coronel Oviedo Uranium District, March 2012.
Acted for Primero Mining Corp. (formerly TSX: P), a Canadian gold and silver producer with operations in Mexico, in its proposed $1.2 billion merger with Northgate Minerals Corporation, July 2011.
Acted for Tahoe Resources Inc. (formerly TSX: THO) in its $352 million bought deal public offering by way of a short form prospectus, December 2010.

News

Rankings & Recognition

Recipient, the D.A. Thompson, Q.C. Prize, Contracts Law, 2007

Directorships & Affiliations

Vancouver Bar Association
Canadian Bar Association

Education & Admissions

2010

Called to the British Columbia bar

2009

JDUniversity of Victoria

2004

B.Comm.University of British Columbia

Insights (7 Posts)View More

Ontario’s Capital Markets Modernization Taskforce Looks to Level the Playing Field

This bulletin focuses on Ontario’s Capital Markets Modernization Taskforce's recommendations aimed at ensuring a level playing field.

Mar 10, 2021

Changes to TSX-V Policy 5.2 to Impact Issuers – Undertaking a Change of Business or Reverse Takeover

Changes to TSX-V Policy 5.2 to Impact Issuers - Undertaking a Change of Business or Reverse Takeover

Feb 1, 2017

CSA Publish Final Proxy Voting Protocols

Feb 1, 2017

CSA Provides Cybersecurity Risk Disclosure Guidance and Best Practices for Reporting Issuers

Jan 6, 2017

CSA Publish Update on Cybersecurity for Market Participants

Oct 6, 2016

CSA Publishes Results of Annual Continuous Disclosure Reviews

Aug 31, 2016

CSA Publishes Final Report on Proxy Voting Infrastructure and Proposes Voting Protocols

Apr 19, 2016

Deals & Cases (14 Posts)

McMillan Advises Teck Resources on its US$1.38 Billion Cash Tender Offer

On July 17, 2024, Teck Resources Limited completed its US$1.384 Billion cash tender offers of its outstanding notes.

Jul 17, 2024

Avcorp Industries Completes Plan of Arrangement with Latécoère S.A.

On November 7, 2022, Avcorp Industries Inc. (TSX:AVP) (“Avcorp”) closed its CAD$139 million acquisition by Latécoère S.A. (“Latécoère”). The acquisition was affected by way of a court-approved plan of arrangement under the Canada Business Corporations Act, pursuant to which Latécoère acquired all the issued and outstanding common shares of Avcorp for considerations of $0.11 in cash per share.

Nov 7, 2022

Uranium Energy acquires UEX Corporation creating the largest diversified North American focused uranium company

On August 22, 2022, Uranium Energy Corp (NYSEAM: UEC) ("UEC") closed its previously announced plan of arrangement (the "Arrangement") under the Canada Business Corporations Act, pursuant to which UEC acquired all of the issued and outstanding common shares of UEX Corporation ("UEX") that it did not already own.

Aug 22, 2022

Aurora Cannabis Inc. acquires TerraFarma Inc.

On May 5, 2022, Aurora Cannabis Inc. (NASDAQ: ACB) (TSX: ACB) (“Aurora”) acquired TerraFarma Inc., the parent company of Thrive Cannabis (“Thrive”), an Ontario-based vertically integrated cannabis company, by way of a three-cornered amalgamation for $38 million in cash and Aurora shares, plus additional earnouts of up to $10 million for satisfying certain near-term revenue targets and up to $20 million for satisfying certain long-term revenue targets.

May 5, 2022

Restructuring of iAnthus Capital Holdings Inc.

McMillan LLP advised iAnthus in connection with its successful restructuring transaction.

Jan 26, 2021

Emblem Corp. Completes Qualifying Transaction

Emblem Corp. was represented by a McMillan team led by Desmond Balakrishnan and included Barbara Collins, Arman Farahani, Mark Neighbor and Sasa Pudar (Capital Markets and M&A), Melanie Harmer (Litigation) assisting with court materials, and Michael Reid and Lindsay Dykstra (Business Law) assisting with due diligence.

Dec 21, 2016