McKesson Corporation

Acted for McKesson Corporation, a leading international healthcare services and information technology company, in connection with its $3-billion acquisition of Rexall and Rexall Pharma Plus, which operate approximately 470 pharmacies in Canada, from Katz Group, one of Canada's largest privately owned enterprises.

Barrick Gold Corporation

Acted for Barrick Gold Corporation in an auction transaction for the Zaldívar mine in Chile which resulted in the sale to Antofagasta Plc of a 50% interest in the mine for C$1.005 billion, and related joint venture arrangements.

Sleep Country Canada Holdings Inc.

Acted for Sleep Country Canada Holdings Inc. in its $88.7-million acquisition of Endy, one of Canada's leading mattress-in-a-box e-commerce players, and the financing of this acquisition through an increase in and amendment to its $210-million senior secured syndicated credit facility.

The Pallinghurst Group

Acted for The Pallinghurst Group, a private investor in the global natural resources sector, in its joint 50-50 acquisition with Investissement Québec of Québec-based Nemaska Lithium Inc. pursuant to a sales process under the Companies' Creditors Arrangement Act. The acquisition was structured as a credit bid with Nemaska's largest secured creditor, Orion Mine Finance, and achieved through a reverse vesting order granted by the Superior Court of Québec and upheld by the Québec Court of Appeal.

Arizona Mining Inc.

Acted for Arizona Mining Inc. in its sale to South32 Limited in an all-cash transaction valuing Arizona Mining at approximately $2.1 billion, by plan of arrangement.

McKesson Canada

Acted for McKesson Canada in its acquisition of Well.ca, an online retailer of health, wellness, baby and beauty products.

AutoCanada Inc.

Acted for AutoCanada Inc., a multi-location North American automobile dealership group, in its acquisition of 11 dealerships from the Autopoint Group, a group that has operated for over 17 years across Southwestern Ontario with $345 million in annual revenue.

McKesson Corporation

Acting for McKesson Corporation in the sale of ClaimSecure Inc., an industry-leading healthcare management firm, to The Canada Life Assurance Company, a subsidiary of Great-West Lifeco Inc.

Blackstone Tactical Opportunities

Acted for Blackstone Tactical Opportunities in its US$460-million sale with Orion Resource Partners of the gold prepay, stream facilities and an offtake agreement in respect of Lundin Gold Inc.'s Fruta del Norte mine to Newcrest Mining Limited.

Barrick Gold Corporation

Acted for Barrick Gold Corporation in its sale of a 25% stake in the Cerro Casale Project to Goldcorp, and the negotiation of a 50/50 regional joint venture over the Cerro Casale, Quebrada Seca and Caspiche projects in Chile's Maricunga district. This highly complex and multi-faceted transaction involved the acquisition by Goldcorp of Kinross' entire 25% interest in the Cerro Casale Project and a 25% interest in the project from Barrick, whose holding in the project fell from 75% to 50%. Upon closing of the transaction, the joint venture was established.

Syndicate of Underwriters

Acted for a syndicate of underwriters led by J.P. Morgan, BMO Capital Markets, Goldman Sachs & Co. LLC, RBC Capital Markets and Scotiabank on the US$2.2-billion cross-border initial public offering of subordinate voting shares and tangible equity units of GFL Environmental Inc., the fourth largest diversified environmental services company in North America. The offering is one of the largest IPOs in Canadian history.

WIND Mobile Corp. and its shareholders

Acted for WIND Mobile Corp. (WIND) and its shareholders, including West Face Capital, in connection with the sale of WIND to Shaw Communications Inc. for approximately $1.6 billion.

Birch Hill Equity Partners

Acted for Birch Hill Equity Partners in the $101.6-million acquisition and related financing of non-core midstream and power assets in Canada from AltaGas Ltd. and in the $63.4-million acquisition of a 13.3% interest in Tidewater Midstream and Infrastructure Ltd., a public company, from AltaGas.

Augusta Investments Inc.

Acted for Augusta Investments Inc. with its minority investment in Tethyan Resources plc, a gold and base metal mineral exploration company incorporated in England & Wales.

New Gold Inc.

Acted for New Gold Inc. in the sale of its 30% interest in the El Morro copper-gold project in Chile to Goldcorp Inc. in exchange for a $90-million cash payment, a 4% gold stream on life-of-project gold production from the El Morro property and cancellation of a $93-million carried funding loan. In conjunction with the transaction, Goldcorp and Teck Resources Limited announced their intention to combine their respective El Morro and Relincho properties into a 50/50 joint venture with the interim name of Project Corridor.

Sleep Country Canada Holdings Inc.

Acted for Sleep Country Canada Holdings Inc., Canada's leading omnichannel specialty sleep retailer, in its $25-million acquisition of a 52% majority stake in Hush Blankets, a Canadian-based direct-to-consumer sleep retailer.

Rexall Pharmacy Group

Acted for Rexall Pharmacy Group in the sale of its Ontario and northern Alberta long-term care pharmacy business to CareRx Corporation, Canada's leading provider of pharmacy services to seniors and other congregate care communities.

Initial Purchasers

Acted as Canadian counsel to the initial purchasers, led by Barclays, in multiple private placements of senior notes and senior secured notes of GFL Environmental Inc., in an aggregate principal amount of over US$5 billion.

Premium Brands Holdings Corporation

Acted for Premium Brands Holdings Corporation in its groundbreaking partnership with a coalition of Mi'kmaq First Nations to jointly acquire Clearwater Seafoods Incorporated, Atlantic Canada's largest wild seafood company, for approximately $1 billion.

Green Vision Holding B.V.

Acted as Canadian counsel to Green Vision Holding B.V. in the $155.9-million sale of HyGear, a Dutch-based leader in onsite hydrogen generation solutions for industrial and fuel cell electric vehicle refuelling applications, to Xebec Adsorption Inc., a global provider of clean energy solutions.

Bird Construction Inc.

Acted for Bird Construction Inc. in its acquisition of a 50% interest in Stack Modular, a modular construction company with operations in Canada and China.

Birch Hill Equity Partners

Acted for Birch Hill Equity Partners in its acquisition of CCM Hockey from Adidas.

CASA Energy Services Inc. and West Face Capital Inc.

Acted for CASA Energy Services Inc. (CASA) and its 100% owner, West Face Capital Inc., in connection with an all-stock acquisition of CASA by Performance Energy Services Inc.

Barrick Gold Corporation

Acted for Barrick Gold Corporation in connection with its US$110-million sale to subsidiaries of Waterton Precious Metals Fund II Cayman, LP of a 70% interest in the Spring Valley project and 100% of the Ruby Hill mine located in Nevada.

Barrick Gold Corporation

Acted for Barrick Gold Corporation in connection with its US$610-million sale to Kinross Gold Corporation of non-core assets in Nevada, including a 50% interest in the Round Mountain mine and 100% of the Bald Mountain mine, and related arrangements for a new 50-50 exploration joint venture with Kinross that will own a large land package on the Bald Mountain property.

Birch Hill Equity Partners

Acted for Birch Hill Equity Partners and Sleep Country Canada in connection with the $300-million initial public offering of common shares of Sleep Country Canada Holdings Inc. and in connection with a new $175-million senior secured credit facility. The proceeds of the initial public offering were used to acquire Sleep Country Canada Inc.

Barrick Gold Corporation

Acted for Barrick Gold Corporation in its auction process and subsequent sale to Franco-Nevada Corporation of a portfolio of royalties located in various jurisdictions in North America, South America and Australia.

Iogen Corporation

Acted for Iogen Corporation in the sale of its industrial enzyme business to an affiliate of Novozymes A/S.

Ironbridge Equity Partners

Acted for Ironbridge Equity Partners Limited in connection with the sale of Shnier-GESCO Limited Partnership to Blue Point Capital Partners.

Barrick Gold Corporation

Acted for Barrick Gold Corporation in connection with the establishment of a US$4-billion unsecured revolving credit facility with a syndicate of Canadian and international banks.

Birch Hill Equity Partners

Acted for Birch Hill Equity Partners and other shareholders in the sale of Emerging Information Systems Inc. to an affiliate of Zywave, Inc.

Bird Construction Inc.

Acted for Bird Construction Inc. in connection with its $78 million acquisition of all outstanding shares of H.J. O'Connell, Limited, a construction company with operations in Newfoundland and Labrador, Québec and Manitoba.

MMG Resources Inc.

Acted for MMG Resources Inc. in connection with its sale of the Lupin gold mine and the Ulu gold deposit located in Nunavut Territory to Bonito Capital Corp. as a part of the acquisition of Bonito by Elgin Mining Inc.

Wildcat Silver Corporation

Acted for Wildcat Silver Corporation in connection with its right of first refusal agreement with Silver Wheaton Corp. which was entered in connection with a $13-million private placement with Silver Wheaton Corp.

Ventana Gold Corp.

Acted for Ventana Gold Corp. in connection with the unsolicited $1.5-billion takeover bid by an affiliate of Eike Batista for all of the outstanding Ventana shares, which ultimately resulted in a supported transaction at a higher price.

Augusta Resource Corporation

Acted for Augusta Resource Corporation in connection with the $30 million private placement of shares and warrants to HudBay Minerals Inc., and the right granted to HudBay to participate in further equity financings by Augusta.

Robert and Liz Schad

Acted for the founder and controlling shareholder of Husky Injection Molding Systems Ltd. in the $960-million acquisition of the company by Onex Partners II, LP.

InnVest Real Estate Investment Trust

Acted for InnVest Real Estate Investment Trust in its $270-million public offering of subscription receipts and convertible extendible unsecured subordinated debentures. The net proceeds of the offering were used to fund a portion of the purchase price for the units of Legacy Hotels Real Estate Investment Trust.

Cadim Inc.

Acted for Cadim Inc. (a division of Caisse de dépôt et placement du Québec) in connection with its partnership arrangements with Westmont Hospitality Group and Cadbridge Investors LP, and acted for Cadbridge and InnVest REIT in connection with their joint negotiated takeover bid for Legacy Hotels REIT in a transaction valued at approximately $2.5 billion.

Bird Construction Company Limited

Acted for Bird Construction Company Limited in its conversion to an income trust, Bird Construction Income Fund.

Simmons Canada Inc. and SCI Income Trust

Acted for Simmons Canada Inc. and SCI Income Trust in connection with the $136.8-million acquisition by Simmons Bedding Co. of Simmons Canada.

EdgeStone Capital Partners

Acted for private equity firm EdgeStone Capital Partners in the sale of the firm to GMP Capital Trust.

CIBC World Markets, RBC Dominion Securities Inc. and syndicate

Acted for CIBC World Markets, RBC Dominion Securities Inc. and other syndicate members in regard to the First Trust/Highland Capital Floating Rate Income Fund public offering totalling US$185 million.

Sleep Country Canada Inc.

Acted for Sleep Country Canada in its private placement of 5.191% senior secured notes due 2010.

Masonite International Corporation

Acted for Masonite International Corp. which was acquired by Stile Acquisition Corp. in a transaction valued at $3.1 billion.

Sleep Country Canada Holdings Inc.

Acted for Sleep Country Canada Holdings Inc., Canada's leading omnichannel specialty sleep retailer, in its acquisition of Silk & Snow Inc., a Canadian-based direct-to-consumer sleep retailer.

Sleep Country Holdings Inc.

Acted for Sleep Country Canada Holdings Inc. in its acquisition of the Canadian assets of Casper Sleep Inc.

COVID-19: What Private Fund Managers Need to Know Now

Mar. 24, 2020 - The COVID-19 pandemic will affect managers of private funds in several ways. The nature and extent to which any particular fund manager is affected by COVID-19 will depend on many factors, including the type of fund, the investor base of the fund and whether the fund is currently being marketed to...

Evolution of the Deal: Trending Contractual Terms in Mining Acquisition Transactions, co-author with Lisa Damiani

Dec. 31, 2018 - 64th Annual Institute Proceedings (2018) (Westminster: Rocky Mountain Mineral Law Institute)
Purchase a copy of 64th Annual Institute Proceedings (2018).

Rising Stars on Video

Dec. 21, 2016 - Davies partners Jennifer Grossklaus and Derek Ricci were recently recognized as Lexpert Rising Stars: Leading Lawyers Under 40. Both earned this award for their legal talent, business acumen, major accomplishments, community participation and interpersonal skills, and for being highly respected by...