Lexpert Special Editions

Lexpert Global Mining 2017/18

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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WWW.LEXPERT.CA | 2017/18 | LEXPERT 27 Abraham predicts that the majors will increasingly turn their attention to co-operation in the name of risk reduction, cost savings and other efficiencies in other ways. "We're likely to see more joint ventures between the majors, and not just on mines but also infrastructure like port facilities," he says. e upshot is that majors are less and less inclined to take over early stage juniors, leaving the field for the mid- tiers. "e mid-tiers are particularly interested where the junior has a feasibility study or something else beyond a preliminary study," Abraham says. "But it's also true that mid-tiers may be making fewer acquisitions and instead developing their own two- to five-million-ounce de- posits, and as they do so, they'll start to put up packages of these interests for sale." One classic example is the take-over by Kirkland Lake Gold, a Canadian miner, of Newmarket Gold, an Aus- tralian producer, in November 2016. e combined company, which produced more than 500,000 ounces of gold in 2016, operates se ven mines and five mills, and has a market capitalization in excess of US$2.4 billion. "e transaction looks more like a merger than a take- over because it involved mid-tier companies of approxi- mately the same size," Bennett says. "Both companies wanted economies of scale and a growth platform that could achieve that goal, and to do that they needed more than the one significant asset they each had." As the majors and the mid-tiers shi strategies, then, junior miners and their lawyers are increasingly forced to rely on alternative and creative strategies, like joint ven- tures, royalties, streams, working interests and mineral banks, to stay in business. "For the juniors, it's all about belt-tightening by choice or necessity, and about making sure they have the right story out there so that the place they're at from a process and development perspective makes sense to the street," Misetich Dann says. What the juniors are selling, however, is also changing, as evidenced by the emergence of what amounts to al- ternative methods of financing, including royalties, streams, working interests and mineral banks. "We're seeing more junior companies involved in royalty deals than we did in the past," Misetich Dann says. "ere's definitely a lucrative market out there for both streamers and royalty companies." As explained on the Franco-Nevada Corp. website, royalties are economic interests in the future production from a mining property. ey have distinct advantages for the majors: because they are not subject to cash calls to fund exploration or other costs, they are lower-risk than operating interests; they provide exposure to the upside of commodity price, reserve and production in- creases; they can create an interest in new discoveries made on a property; and they do not involve operations or development management, thereby avoiding con- siderable overhead. Pocaluyko, R. Troy Wildeboer Dellelce LLP (416) 361-5802 troy@wildlaw.ca Partner, practising corporate and securities law, with an emphasis on corporate finance, M&A and private-equity mandates. Mr. Pocaluyko rep- resents a number of public and private companies in a broad spectrum of industries, including manufacturing, construction, automotive, consumer goods, financial services, technology, mining and real estate. Raffin, Leo McMillan LLP (604) 691-7450 leo.raffin@mcmillan.ca Mr. Raffin practises securities and corporate law, acting for technology, industrial and natural resource issuers. His experience includes public and private offerings, mergers, acquisitions and take-over bids, proxy contests, corporate reorganizations, business alliances, licensing transactions and corporate governance matters. Reid, David R. DLA Piper (Canada) LLP (604) 643-6428 david.reid@dlapiper.com Mr. Reid is Global Co-Chair of the firm's Mining sector. He practises in the areas of securities law, corporate finance, M&A, mining law and related corporate transactions. He advises clients on sophisticated Canadian and international mining transactions of all types, including options, joint ventures, royalties, mine financing, reclamation and mine closures. Rodrigo, Nick Davies Ward Phillips & Vineberg LLP (514) 841-6548 nrodrigo@dwpv.com Mr. Rodrigo specializes in corporate litigation, focusing on class actions in the securities, competition and consumer law fields. He has acted in several major shareholder disputes and has a broad range of trial and appellate experience, including at the Supreme Court of Canada. He acts for clients across a wide range of industries, including telecommunications, retail, mining and technology. Rostom, Waƫl McMillan LLP (416) 865-7790 wael.rostom@mcmillan.ca Mr. Rostom is Co-chair of the firm's Restructuring and Insolvency Group. His practice focuses on all matters relating to corporate insolvencies from workouts, restructurings and receiverships to the purchase and sale of distressed businesses, lending transactions and distressed investing. He has represented different stakeholders in many domestic and cross-border insolvencies and restructurings. Saltzman, Jason A. Gowling WLG (416) 862-4479 jason.saltzman@gowlingwlg.com Mr. Saltzman's corporate finance and securities practice includes a focus on mining among other industries. His clients include issuers and invest- ment dealers where he advises on private and public offerings, M&A and fund formation. He is a recognized leader in alternative finance/crowdfund- ing and served two terms on the Ontario Securities Commission's Small and Medium Enterprises Committee. LEXPERT-RANKED LAWYERS

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