September 7, 2008
 
Toronto 

416.863.5590 (Direct Line)
416.863.0871 (Fax)

kthomson@dwpv.com

 Add to Outlook
 
Kevin J. Thomson
 
 
Kevin Thomson is a partner practising in the mergers and acquisitions and corporate finance and securities groups.

In the mergers and acquisitions area, Kevin has acted for bidders and target companies in numerous solicited and unsolicited public take-over bids and privately negotiated acquisitions across a broad range of industries, including extensive transactional experience in the mining sector. 

Kevin acted as lead counsel to Barrick Gold Corporation in its successful US$10.4 billion acquisition of Placer Dome Inc. in January 2006 pursuant to an unsolicited take-over bid launched in October 2005. At the time of its completion that transaction ranked as the largest unsolicited take-over bid in Canadian history (now surpassed by CVRD's bid for Inco and Xstrata's bid for Falconbridge, both completed in mid-2006), and involved the purchase by Barrick of shares, including shares represented by International Depositary Receipts and CHESS Depositary Interests, listed on six stock exchanges and involved regulatory clearances in a number of countries in which Placer Dome had material assets. That transaction also involved the completion of an agreement between Barrick and Goldcorp Inc. to sell to Goldcorp approximately US$1.6 billion of Placer Dome assets if the Barrick bid was successful. The Placer Dome transaction continues to rank as the largest acquisition ever completed in the world gold mining industry.

Kevin also acted as lead counsel to Barrick in its US$1.7 billion unsolicited take-over bid in July 2006 for NovaGold Resources and its friendly take-over bid for Pioneer Metals, also completed in the fall of 2006.

Other representative public company transactions include the successful take-over bid by Zinifex Limited for Wolfden Resources Limited, Barrick Gold's acquisitions by take-over bid of Sutton Resources Limited and Pangea Goldfields Limited, Barrick's acquisition of NYSE-listed Homestake Mining Company by way of Delaware merger, Barrick's unsolicited take-over bid for Argentina Goldfields Ltd., Nike, Inc.'s friendly take-over bid for Canstar Sports Inc., the friendly take-over bid for Shepherd Products Limited by Apex Acquisition Corp. and the unsolicited take-over bid for Western Corporate Enterprises by Home Capital.

Kevin represented Canico Resource Corp. and its Special Committee in connection with an unsolicited take-over bid for Canico by CVRD in September 2005, during which CVRD ultimately increased its bid from $790 million to $950 million to obtain control of Canico.  Kevin also acted for a consortium of buyers in the public company auction in late 2005/early 2006 of Hudson's Bay Company, Canada's oldest public company, which was acquired by Jerry Zucker in February 2006.

Representative privately negotiated transactions include the US$1.5 billion sale by Barrick in 2006 of its interest in the South Deep mining project in South Africa, the acquisition by Reliance Aerotech Inc. of Celsius Aerospace, the subsequent sale of the assets of Celsius Aerospace in separate transactions to Embraer and Triumph Group, the sale by Barrick Gold of its interest in the Bousquet Mine to Agnico-Eagle Mines, the sale by Barrick Gold of the Macassa Mine to Kinross Gold Corp., the acquisition by Celestica Inc. of Ascent Power Technology, the acquisition of the Marvelous Muffins franchise operations in Canada by Richmont Corporation of Dallas, Texas and numerous acquisitions in the construction and communications industries by Bracknell Corporation.  Kevin also acted for a strategic buyer in the proposed acquisition of the Famous Players movie chain in 2005, which lost the auction in the final round of bidding to the successful buyer, Cineplex Galaxy Cinemas.

Kevin has also acted for clients of the firm in connection with the establishment of various international and domestic joint ventures, including Barrick Gold Corporation's minority investment in and associated Russian joint venture with Highland Gold Mines Limited, Barrick Gold's minority investment in and proposed Russian joint venture with Celtic Resources Holdings plc, Barrick Gold's bid support and asset acquisition agreement with Antofagasta plc with respect to its take-over bid for Tethyan Corporation in Australia and involving the Reko Diq project in Pakistan, Barrick Gold's minority investment in and associated Spanish joint venture with Rio Narcea Gold Mines Ltd., Barrick Gold’s exploration joint ventures in Mongolia with QGX Ltd., in Indonesia with Yamana Resources and in Alaska with International Freegold, Barrick Gold's involvement in the proposed establishment of a joint venture with Bre-X Minerals in Indonesia, the formation by the Reichmann Group of a consortium to acquire the Canary Wharf project in London, England, the establishment of the Paxport consortium to redevelop Terminals One and Two at the Toronto International Airport and the subsequent joint venture of that consortium with the Claridge Group to effect that redevelopment, a joint venture between the Reichmann Group and the Soros Group to develop substantial real estate projects in Mexico City and various joint venture arrangements in the construction and communications industries in Canada.

Kevin also practises in the securities law and corporate finance areas.  Examples include acting as counsel to Middlefield Financial and its associated entities in connection with the establishment and initial public offerings on an ongoing basis of numerous limited partnerships formed to invest in flow-through shares issued by Canadian publicly traded oil and gas and mining companies, the establishment by Onex Corporation of ONCAP LP, a $350 million private equity investment fund, and the establishment by Reichmann International and the Soros Group of Quantum Real Estate Fund, a US$500 million fund established to invest in North American commercial real estate.

Kevin has been recognized as one of Canada's leading mergers and acquisitions and corporate law practitioners by  The Best Lawyers in Canada, as one of Canada's leading cross-border mergers & acquisitions lawyers by the LEXPERT Guide to the Leading U.S./Canada Cross-border Corporate Lawyers and is recognized by the Canadian Legal LEXPERT Directory and by The Best Lawyers in Canada as one of Canada's leading lawyers in natural resources law.

Since 1997, Kevin has been a member of the firm's Management Committee, which has supervisory authority for the firm as a whole.

Kevin received a B.A. (with Distinction) in History from Queen's University in 1979 and an LL.B. from Queen's University Law School in 1982.  He was called to the Ontario Bar in 1984 and practised with another major Toronto law firm for several years before joining the firm in 1987.  He became a partner in 1988.


Top of Page