Lexpert Special Editions

Corporate Law June 2013

The Lexpert Special Editions profiles selected Lexpert-ranked lawyers whose focus is in Corporate, Infrastructure, Energy and Litigation law and relevant practices. It also includes feature articles on legal aspects of Canadian business issues.

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BIG DEALS 39 or y cP ov by te & a- n m er ner h rtt al ns e- als. Royal Bank of Canada was represented internally by Erin Dion, Senior Counsel, and by Dawn Whittaker and Heidi Reinhart (securities) of Norton Rose Canada LLP. The Dealers were represented by Stikeman Elliott LLP with a team that included Philip Henderson and Paul Rakowski (securities). SPROTT PHYSICAL PLATINUM AND PALLADIUM TRUST COMPLETES IPO CLOSING DATE: DECEMBER 21, 2012 Sprott Physical Platinum and Palladium Trust (the "Trust") completed a cross-border initial public offering of 28,000,000 trust units (the "Units") at US$10.00 per Unit for gross proceeds of US$280,000,000. The Trust was created to invest and hold substantially all of its assets in physical platinum and palladium bullion and provide a convenient and exchange-traded way for investors interested in holding physical platinum and palladium bullion without the inconvenience that is typical of a direct investment in physical platinum and palladium bullion. The Trust is managed by Sprott Asset Management LP ("Sprott"), a wholly owned subsidiary of Sprott Inc. The Units are listed on NYSE Arca and the Toronto Stock Exchange. The offering was made simultaneously in the United States and Canada through a syndicate of underwriters led by RBC Capital Markets and Morgan Stanley. The underwriters for the offering in Canada also included BMO Capital Markets, Canaccord Genuity Corp., CIBC World Markets Inc., National Bank Financial Inc., TD Securities Inc., Scotia Capital Inc., GMP Securities L.P., Desjardins Securities Inc., Macquarie Private Wealth Inc., Raymond James Ltd. and UBS Securities Canada Inc. Wilkie, J. Scott Wooder, Bob J. Blake, Cassels & Graydon LLP (416) 863-2948 scott.wilkie@blakes.com Blake, Cassels & Graydon LLP (604) 631-3330 bob.wooder@blakes.com Mr. Wilkie practises in international, corporate and financial transaction taxation as well as transfer pricing and tax policy. Frequent author and speaker, former Canadian Tax Foundation Chair and former chair of the CBA's National Tax Section. Mr. Wooder advises on M&A and corporate finance transactions. Recently, he advised Capstone Mining in connection with the C$710-million acquisition of Far West Mining and Aurizon in connection with the $750-million hostile bid by Alamos. ROB.indd 39 Canadian counsel to the Trust and Sprott was Heenan Blaikie LLP, with a team that included Sonia Yung, Paola Turner and Ora Wexler (securities) and Peter Clark and Catherine Nicholson (tax). US counsel to the Trust and Sprott was Seward & Kissel LLP, with a team that included Anthony Tu-Sekine and Joanne Skerrett (securities) and Jim Cofer (tax). Canadian counsel to the underwriters was Davies Ward Phillips & Vineberg LLP, with a team comprising Shawn McReynolds, Robert Murphy, Chris Figel and Peter Martorelli (securities) and Ron Wilson and Neal Armstrong (tax). US counsel to the underwriters was Paul, Weiss, Rifkind, Wharton & Garrison LLP, with a team comprising Christopher Cummings, Stephen Centa and Philippe Savard (securities) and David Mayo (tax). Other Lexpert ranked Lawyers Lexpert-ranked Abraham, QC, Brian E., Dentons Canada LLP Brussa, John A., Burnet, Duckworth & Palmer LLP Chaiton, Harvey G., Chaitons LLP Cohen, C. Steven, Burnet, Duckworth & Palmer LLP Cooper, QC, George T.H., McInnes Cooper Couzin, Robert, Couzin Taylor LLP/Ernst & Young LLP Crowther, Douglas E., Dentons Canada LLP Cuthbertson, QC, John H., Burnet, Duckworth & Palmer LLP Goldman, Alyson F., Burnet, Duckworth & Palmer LLP Green, QC, John M., McInnes Cooper Hoyt, QC, Leonard T., McInnes Cooper Hurst, Michael A., Dentons Canada LLP Jenkins, William K., Dentons Canada LLP Johnson, Elizabeth J., Wilson & Partners LLP Langlois, Pierre, Heenan Blaikie LLP Maslechko, William S., Burnet, Duckworth & Palmer LLP Woollcombe, David E. Wortsman, Jerald M. Yates, QC, C. Kemm McCarthy Tétrault LLP (416) 601-7555 dwoollco@mccarthy.ca McCarthy Tétrault LLP (416) 601-7802 jwortsman@mccarthy.ca Mr. Woollcombe is a partner who specializes in M&A transactions, directors duties and corporate governance matters. He regularly represents issuers and dealers in cross-border and domestic capital markets. Mr. Wortsman's national and international corporate tax planning practice focuses on M&A, reorganizations and corporate finance. He has written and spoken on a wide range of topics for the Canadian Tax Foundation and other organizations. Miller, Bernard F., McInnes Cooper Neufeld, QC, Richard A., Dentons Canada LLP Nikolakakis, Angelo, Couzin Taylor LLP/Ernst & Young LLP Nitikman, Joel A., Dentons Canada LLP Vaughan, Steve, Heenan Blaikie LLP Wilson, James R., Wilson & Partners LLP Zawalsky, Grant A., Burnet, Duckworth & Palmer LLP Blake, Cassels & Graydon LLP (403) 260-9667 kemm.yates@ blakes.com Mr. Yates's energy practice takes him to regulatory tribunals, courts and arbitrations. He represents energy pipelines, producers and project developer interests in facilities, tolls, export licence and judicial proceedings. 13-04-23 12:13 PM

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