An agile and business-minded lawyer, Steve works on a broad range of corporate and securities matters.
Steve’s practice particularly focuses on securities offerings, as well as mergers and acquisitions. He acts for issuers on their securities and corporate law obligations. Public and private clients of all sizes – including companies in the resource sector – value Steve for his responsiveness and his results-oriented approach to their challenges.
Barrick Gold Corporation
Acted for Barrick Gold Corporation in its US$428-million acquisition of all of the outstanding shares of Acacia Mining plc (Acacia) not already owned by Barrick by way of a court-sanctioned scheme of arrangement under Part 26 of the Companies Act 2006 (United Kingdom).
Shaw Communications Inc.
Acted for Shaw Communications Inc. in a $548-million secondary bought deal offering of 80,630,383 Class B non-voting participating shares of Corus Entertainment Inc.
CIBC Capital Markets and Eight Capital
Acted for CIBC Capital Markets and Eight Capital as joint bookrunners, in the public offering of approximately $55 million of subordinated voting shares of Canopy Rivers Inc., an investment and operating platform structured to pursue investment opportunities in the emerging global cannabis sector, and the concurrent private placement, on an agency basis, of $30 million of subordinated voting shares of Canopy Rivers to Canopy Growth Corporation.
Ontario Teachers' Pension Plan Board
Acting for Ontario Teachers' Pension Plan Board in the $170-million sale of its shares in Hudson's Bay Company to an affiliated entity controlled by its chairman.
Barrick Gold Corporation
Acted for Barrick Gold Corporation in its recommended US$18.3-billion share-for-share merger with Randgold Resources Limited. This complex and multijurisdictional transaction created an industry-leading gold company with the greatest concentration of tier one gold assets in the industry and a diversified asset portfolio positioned for growth.
Fulcrum Capital Partners
Acted for Fulcrum Capital Partners in its equity investment in and related financing of Accucam Machining, a Canada-based supplier of steel parts to heavy original equipment manufacturers in material handling, agricultural and construction industries around the world.
Real estate investment manager
Acted for the vendor in the $32-million acquisition by Fiera Capital Corporation of the 45% interest in Fiera Properties Limited it did not already own. The purchase price consisted of $31.5 million in cash and $500,000 in Fiera Capital shares.
Toromont Industries Ltd.
Acted for Toromont Industries Ltd. in its acquisition of Hewitt Equipment in a $1-billion transaction that expands Toromont's Caterpillar dealership into Québec, Western Labrador and the Maritimes, and strengthens its expertise in the mining, construction, power systems and forestry sectors.
Barrick Gold Corporation
Acted for Barrick Gold Corporation in connection with a transaction with Shandong Gold that included the sale of a 50% interest in the Veladero gold mine for US$960 million; the negotiation of a 50/50 joint venture arrangement in respect of the Veladero gold mine; the negotiation of a strategic cooperation agreement to explore the joint development of the Pascua-Lama deposit located along the Chilean-Argentinean border; and the evaluation of additional investment opportunities on the highly prospective El Indio Gold Belt on the border of Argentina and Chile.
Pershing Square Capital Management
Acted as Canadian counsel to Pershing Square Capital Management in connection with its concurrent cross-border secondary offering of US$1.4 billion of Canadian Pacific Railway common shares. The transaction was effected as a U.S.-style bought deal, and the shares were sold to the public at variable prices.
CSA to Pursue Six Initiatives to Cut “Red Tape” for Reporting Issuers
Mar. 28, 2018 - The Canadian Securities Administrators (CSA) will be initiating six policy projects aimed at reducing regulatory burdens for non-investment fund reporting issuers. The projects include: reviewing potential alternative prospectus models;, facilitating at-the-market (ATM) offerings;, revisiting the...
United States Joins Canada and European Union in Adopting Transparency Rules
June 29, 2016 - In line with a global trend for greater transparency of payments made by companies in extractive industries to governments of resource-rich countries, the United States has joined Canada and the European Union in adopting “publish what you pay” rules for such companies. These rules are aimed at...
Closing the Loop: Voluntary Meeting Vote Reconciliation Protocols Proposed for 2017 Proxy Season
May 02, 2016 - The Canadian Securities Administrators (CSA), in aiming to improve the accuracy, reliability and accountability of the system by which votes are counted at shareholders’ meetings, has proposed and is seeking comment on a set of voluntary meeting vote reconciliation protocols. Four protocols are...
“Publish What You Pay” Guidance Finalized
Mar. 21, 2016 - Natural Resources Canada has finalized its implementation tools for the Extractive Sector Transparency Measures Act (ESTMA), which was proclaimed into force in June 2015. Commonly known as the “publish what you pay” standards, ESTMA establishes mandatory reporting standards for payments...
It’s Easier to Go “Overboard”: ISS Amends Director Overboarding Policy
Nov. 18, 2015 - Today Institutional Shareholder Services Inc. (ISS) announced that, effective February 1, 2017, it will reduce the number of public company boards on which a director may serve before it recommends that shareholders withhold votes from that director under its amended Overboarded Directors Policy...
Ontario to Broaden Access to Capital Markets with New Offering Memorandum Prospectus Exemption
Nov. 02, 2015 - Effective January 13, 2016, business enterprises can expect to have a new tool for raising money from a broad range of investors in Ontario – the offering memorandum prospectus exemption. But there are some strings attached, including limits on the amounts that can be raised from certain...