Lexpert Magazine

August 2019

Lexpert magazine features articles and columns on developments in legal practice management, deals and lawsuits of interest in Canada, the law and business issues of interest to legal professionals and businesses that purchase legal services.

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4 LEXPERT MAGAZINE | AUGUST 2019 DEALS ANALYSIS Corporate Finance 21 Mergers and Acquisitions 21 Cross-border Transactions 21 BARRICK GOLD AND NEWMONT COMPLETE JOINT VENTURE TO CREATE WORLD'S LARGEST GOLD COMPLEX TRANSACTION VITALS Closed: July 1, 2019 Transaction Type: Joint venture Total Value: undisclosed MELANIE SHISHLER DAVIES WARD PHILLIPS & VINEBERG LLP (FOR BARRICK GOLD CORP.) NEILL MAY GOODMANS LLP (FOR NEWMONT COLD- CORP CORP.) Barrick Gold Corporation ("Barrick") and Newmont Goldcorp Corporation ("New- mont") completed a joint venture that com- bined their respective mining properties in Nevada to create the world's largest gold complex. e new joint venture, which will operate as Nevada Gold Mines, officially launched on July 1, 2019. e joint venture is a landmark accord between the two gold mining compan- ies, which have operated independently in Nevada for decades. Under the agreement reached earlier this year, Barrick will oper- ate the Nevada complex and will initially hold a 61.5% ownership stake, while New- mont will own 38.5%. Nevada Gold Mines will rank as the largest global gold-producing complex by a wide margin, with three of the world's top 10 Tier One1 gold assets (Goldstrike/ Carlin, Cortez and Turquoise Ridge/Twin Creeks) and potentially another one in the making (Goldrush). Its assets in northeast- ern Nevada comprise 10 underground and 12 open pit mines, two autoclave facilities, two roasting plants, four oxide mills, a flo- tation plant and five heap leach operations. In 2018 these operations produced a total of 4.1 million ounces of gold. e com- pany has a strong reserve and resource base with Proven and Probable Reserves of 48.3 million ounces; Measured and Indicated Resources of 27.4 million ounces; and a further 7.5 million ounces of Inferred Re- sources with still more potential. Goodmans LLP represented Newmont in Canada with a team that included Neill May, Chris Sunstrum and David Coll- Black. Davis Graham & Stubbs LLP represented Newmont in the United States with a team that included Bruce Stocks, Mark Bussey, Scott Hardt and Nathan Goergen. Newmont was represented in- house by Stephen P. Gottesfeld, Nancy K. Lipson, Logan Hennessey, Mark Ebel and Veronica May. Davies Ward Phillips & Vineberg LLP represented Barrick in Canada with a team that included Melanie Shishler, Richard Fridman, Jared Solinger, Marc Pontone and Andrew Mihalik. Parsons Behle & Lati- mer represented Barrick in the Unites States with a team that included Nora Pincus and Stephen Hull. Barrick was represented in- house by Rich Haddock and Peter Webster. Consumer Services Energy & Power Pipelines Aerospace & Defence Automotive Materials Utilities Financials Health Research Media & Entertainment Recreation & Leisure Advertising & Marketing E-Commerce Construction & Engineering Consumer Staples PARTNERS VALUE INVESTMENTS COMPLETES SUBSTANTIAL ISSUER BID CLOSING DATE: JULY 10, 2019 On July 10, 2019, Partners Value Invest- ments LP (the "Partnership") completed a previously announced substantial issuer bid by PVII Subco Inc., a wholly owned indirect subsidiary of the Partnership, and purchased 9,915,637 Class A Preferred Limited Part- nership Units, Series 1 of the Partnership at a price of US$25.2127 per unit. Partners Value Investments was repre- sented by an in-house team led by Kathy Sarpash (Vice President, Legal & Regulato- ry at Brookfield Asset Management). Torys LLP provided external support with a team that included Jim Hong, Paulina Taneva and Jordan Fenton. STAPLES CANADA ULC SELLS RETAIL PROPERTY TO MELCOR REIT CLOSING DATE: APRIL 24, 2019 On April 24, 2019, Staples Canada ULC followed recent completions — including those on February 7, 2019, December 31, 2018, December 5, 2018, and others in 2018 — with another completed sale-leaseback transaction in connection with a string of national deals whereby Staples Canada ULC sold its retail property (located in Calgary, Alberta) for $12,450,000 to Melcor REIT Limited Partnership and leased back the property for an initial term of 15 years. e transaction reflects an ongoing representation of Staples Canada in their continued restructuring of their Canadian portfolio of retail properties with total sales eclipsing $165,000,000 to date. Staples Canada ULC was represented by Mario Paura, Don Belovich and Jonathan Lang of Stikeman Elliott LLP. Melcor REIT Limited Partnership was represented by Douglas J. Hughes of Bish- op & McKenzie LLP. Consumer Services Energy & Power Pipelines Aerospace & Defence Automotive Materials Utilities Financials Health Research Media & Entertainment Recreation & Leisure Advertising & Marketing PINNACLE RENEWABLE ENERGY EXPANDS ITS CREDIT FACILITY TO $530M CLOSING DATE: JUNE 14, 2019 On June 14, 2019, Pinnacle Renewable BIG DEALS CORPORATE TRANSACTIONS OF IMPORTANCE 15 Total Deals Published

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