‘Going Public’ Transactions (IPOs, RTOs, and Qualifying Transactions)
- Counsel to a Canadian private issuer in connection with its acquisition of an e-gaming and high-performance computing issuer, and subsequent IPO (special warrants offering) and listing on the Canadian Securities Exchange (2019).
- Counsel to a Canadian private issuer in connection with its acquisition of a licensed California cannabis issuer and subsequent IPO (non-offering prospectus) and listing on the Canadian Securities Exchange (2018).
- Counsel to a Canadian reporting issuer in connection with its delisting from the TSX Venture Exchange, change of business to become an organic tobacco producer, and listing on the Canadian Securities Exchange (2018).
- Counsel to various Capital Pool Companies and businesses in completing “qualifying transactions” pursuant to the TSX Venture Exchange CPC program.
Mergers and Acquisitions
- West Fraser Timber Co. Ltd. in its $4 billion acquisition of Norbord Inc. by way of a plan of arrangement (2020)
- Auryn Resources Inc. in its $350mn three-way reorganization including spinout of Peruvian assets and concurrent acquisition of Eastmain Resources Inc. for $121 million by way of plan of arrangement (2020)
- Fury Gold Mines Limited in its approx. $350 million comprehensive reorganization transaction and acquisition of Eastmain Resources Inc. (2020).
- Advantage Lithium Corp. in its C$69 million acquisition by Orocobre Limited by way of plan of Arrangement (2020).
- Aurora Cannabis Inc. in its C$63.4 million acquisition of Hempco Food and Fiber Inc. by way of a plan of arrangement (2019).
- Aurora Cannabis Inc. in its C$290 million acquisition of ICC Labs Inc. by way of a plan of arrangement (2018).
- Aurora Cannabis Inc. in its C$1.1 billion successful unsolicited takeover bid for CanniMed Therapeutics Inc. (2017).
- Aurora Cannabis Inc. in its US$750 million mixed shelf offering of equity, debt and convertible securities (2019).
- Canadian counsel to private blockchain issuer in connection with its Series A financing of debt and equity (2019).
- Canadian counsel to a technology and e-waste issuer in connection with its C$10,050,000 brokered and non-brokered private placement of units (common shares and warrants) on the Canadian Securities Exchange (2018).
Regulatory Compliance and Corporate Governance
- Advise public issuers on compliance with continuous disclosure obligations under Canadian securities laws and stock exchange rules.
- Experience in drafting continuous disclosure documents, including: management information circulars, annual information forms, management discussion and analysis, material change reports and press releases.
- Advise public and private Canadian cannabis issuers on Canadian cannabis laws.
- Advise public issuer board of directors and senior management on regulations and corporate governance best practices, including board and committee charters and operating guidelines.