Corporate Finance & Securities

• Counsel to specialty finance company in connection with a $35-million senior secured revolving credit facility (“Credit Facility”) provided by Alberta Treasury Branches (“ATB”) and Business Development Bank of Canada (“BDC”). The specialty finance company will use the Credit Facility to fund investments in mid-market companies.
• Counsel to specialty finance company Crown Capital Partners on its provision of a $30-million term loan to Calgary-based oil and gas company Marquee Energy.
• Counsel to specialty finance company Crown Capital Partners on its provision of a $25-million term loan to Ferus Inc., the leading provider of industrial gases to the Canadian energy market.
• Securities counsel to Information Services Corporation in connection with an initial public offering and secondary offering of 12,075,000 Class A Limited Voting Shares of Information Services Corporation, sold by Crown Investments Corporation of Saskatchewan for approximately $169 million, and the listing of the Class A Limited Voting Shares of Information Services Corporation on the Toronto Stock Exchange.
• Counsel to Pacific & Western Bank of Canada on the first IPO of a Canadian Schedule I bank in decades.
• Counsel to Canpotex Limited, one of the world’s largest potash marketing and logistics organizations, on the issue of $250 million in senior unsecured notes, raised primarily to finance terminal expansion and other capital infrastructure projects.
• Counsel to Canpotex Limited on the issue of $140 million in senior unsecured notes, raised primarily to finance port terminal expansion costs and railcar maintenance and staging facility construction costs.
• Corporate and securities counsel to Weyburn Inland Terminal Ltd., a reporting issuer, in connection with its plan of arrangement, whereby all of its common shares were acquired for aggregate consideration of $94.5 million, providing advice on the plan of arrangement transaction and securities law advice respecting disclosure and the shareholder meeting.
• Counsel to Lex Capital Management Inc. on fund formation and raising capital for funds: Lex Capital Partners LP (2009 – $36.5 million), Lex Energy Partners LP (2010 – $56.7 million) and Lex Energy Partners LP II (2013).
• Canadian counsel to a publicly-traded mining company listed on the Toronto Stock Exchange in connection with a $57.5-million prospectus offering, a $13.8-million special warrant offering, an $18-million debenture offering, a $20-million prospectus offering and numerous private placement transactions, as well as mining and mineral related matters involving purchases and sales of mineral properties and title to mineral properties.
• Canadian counsel to a Toronto Stock Exchange and Hong Kong Stock Exchange listed mining company on various corporate finance, securities compliance and corporate governance matters, including the negotiation of a multi-tranche investment agreement with a Chinese state owned enterprise, leading discussions with the Toronto Stock Exchange and preparing related submissions in support of the company’s ongoing TSX listing and advising the board of directors on a wide range of corporate governance issues pertaining to the Chinese state owned enterprise’s investment in the company.
• Counsel for a labour-sponsored venture capital corporation (LSVCC) on general regulatory and compliance matters, corporate governance and its annual prospectus renewal.
• Lead counsel on a $400-million common share offering by a Canadian-headquartered global agribusiness.
• Counsel to Saskatchewan-based issuers on public and private offerings on startup projects in sectors including bio-fuels, energy and agriculture.
• Counsel on creation of several private equity limited partnerships and successful offerings in excess of $300 million of fund units.
• Counsel on private equity investments in numerous companies in excess of $300 million.

Counsel to:

• A TSX-listed mining company, its affiliated service provider and its president and CEO in the prosecution of claims for defamation against an internet publisher of defamatory statements that resulted in one of the largest awards of its kind in Canada.
• The owner and operator of a British Columbia-based investment business in the aftermath of its collapse due to its investments in a Ponzi scheme in New York in relation to matters before the British Columbia Securities Commission, the U.S. Securities and Exchange Commission, the prosecution of civil claims in New York and the defence of civil claims in British Columbia.
• A Vancouver mining company with assets in China and shares traded on the NYSE and TSX in claims related to a New York-based short-selling campaign of its publicly traded securities by individuals based in China that resulted in what was alleged to be false imprisonment and defamation in British Columbia
• A Vancouver-based investor in connection with claims for fraudulent and negligent misrepresentation in connection with investments in British Columbia and in New York for prosecution of claims, including under the Racketeer Influenced and Corrupt Organizations (RICO) Act.
• The seller of certain mining assets in British Columbia in a contractual claim against the buyer for recovery of certain funds for contingent environmental and pension liabilities.
• A Vancouver private equity fund in its prosecution of claims for compensation in connection with a failed loan to a car dealership business.
• A mutual fund dealer in an investigation and enforcement proceedings involving the Mutual Fund Dealers Association of Canada and the British Columbia Securities Commission.
• A terminated executive and partner of a private equity fund in Vancouver in the recovery of damages for severance and a buyout of his partnership interest.