24 LEXPERT MAGAZINE
|
JULY/AUGUST 2017
BIG DEALS
ment). Under the Arrangement, the Compa-
ny acquired 100 per cent of the outstanding
common shares of SRC, and SRC became a
wholly owned subsidiary of the Company.
Holders of common shares of SRC received
3.0 common shares of the Company for each
SRC share held.
In connection with the Arrangement,
(i) on February 8, 2017, shareholders of the
Company were issued one-quarter of a com-
mon share purchase warrant in respect of
each common share held, and (ii) the Com-
pany completed private placements of com-
mon shares and warrants to Sprott Inc., a
fund management by a subsidiary of Sprott
Inc. and Term Oil Inc. (a corporation con-
trolled by Arthur Richards Rule IV, Chair-
man of Sprott US Holdings Inc.), for aggre-
gate gross proceeds of $15 million.
Immediately following the completion of
the Arrangement and related transactions,
the Company changed its name from Adri-
ana Resources Inc. to Sprott Resource Hold-
ings Inc. and the board of directors and man-
agement of the Company were reconstituted
to consist of the board and management of
SRC, with the addition of Mr. Rule as Chief
Investment Officer and Michael Harrison,
former President and CEO of the pre-Ar-
rangement Company, as Managing Director.
e common shares and warrants of the
Company are listed on the Toronto Stock
Exchange and trade under the symbols
"SRHI" and "SRHI.WT" respectively.
As a result of the Arrangement, the Com-
pany has initiated its transition from a pri-
vate equity firm to a diversified holding com-
pany focused on holding businesses in the
natural resource industry. Based in Toronto,
the Company is part of the Sprott Group
of Companies with current holdings in the
mining, energy and agriculture sectors.
On April 20, 2017, Sprott Resource Hold-
ings Inc. completed a further equity financ-
ing by way of a public "best efforts" marketed
offering of units under a short form pro-
spectus, selling 120 million units at a price
of $0.25 per unit for gross proceeds of $30
million. Each unit consisted of one common
share and one common share purchase war-
rant. e agents for the Offering were Sprott
Capital Partners, a division of Sprott Private
Wealth LP, and Haywood Securities Inc.
SRC and the post-Arrangement Company
were represented by Arthur Einav and Sarah-
Jane Martin.
Blake, Cassels & Graydon LLP acted as
external Canadian counsel to SRC and the
post-Arrangement Company with a team
that included Jeffrey Lloyd, John Wilkin,
Catherine Youdan, Rob Seager, Alex Mac-
Millan, Raees Nakhuda and Yousaf Khan
(M&A/securities), Chris Van Loan and
Casey Richardson-Scott (tax) and Ryan
Morris (litigation).
Paul, Weiss, Riind, Wharton & Gar-
rison LLP acted as US counsel to SRC and
the post-Arrangement Company with a team
that included Andrew Foley and Christian
Kurtz (M&A/securities).
Stikeman Elliott LLP acted as Canadian
counsel to the Company with a team that in-
cluded Jay Kellerman, Mikhel Voore, Steven
Bennett and Andrew Chan (M&A/securi-
ties) and Dean Kraus (tax).
© 2017 Thomson Reuters Canada Limited
00245CH-A87712-CE
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