22 LEXPERT MAGAZINE
|
JANUARY/FEBRUARY 2018
BIG DEALS
sistant General Counsel, and Michael My-
ers, Senior Counsel and Assistant Corporate
Secretary, by Alan Rae of Bracewell LLP
in Houston, and by Janice Buckingham, Pe-
ter Glossop, Damian Rigolo, Ted iessen,
and Sander Duncanson of Osler, Hoskin &
Harcourt LLP in Calgary.
OSISKO GOLD ROYALTIES LTD.
ACQUIRES ORION MINE
FINANCE ROYALTY PORTFOLIO
CLOSING DATE: JULY 31, 2017
On July 31, 2017, Osisko Gold Royalties
Ltd (Osisko) completed the acquisition of a
high-quality precious metals portfolio of as-
sets consisting of 74 royalties, streams and
precious metal oakes from Orion Mine
Finance Group (Orion) in exchange for to-
tal consideration of $1.125 billion, consist-
ing of $675 million cash and the issuance of
30,906,594 shares of Osisko.
Osisko is an intermediate precious metal
royalty company focused on the Americas.
Orion Mine Finance Group is one of the
world's leading mining-focused private eq-
uity businesses.
e combination of Osisko and Orion's
portfolios resulted in Osisko holding a to-
tal of 131 royalties and streams, including
16 revenue-generating assets. rough the
transaction, Osisko gained a 9.6-per-cent di-
amond stream on the Renard diamond mine
and a 4-per-cent gold and silver stream on the
Brucejack gold and silver mine (new high-
quality mines in Canada), in addition to a
100-per-cent silver stream on the substantial
Mantos Blancos copper mine in Chile.
Bennett Jones LLP was Osisko's lead
transaction counsel, with a team consisting
of Linda Misetich Dann, Sander Grieve, Ali
Naushahi, Andrew Disipio, Claire Lehan
and Patrick Daley (corporate), omas Bau-
er, Philip Ward and Andrew Sullivan (tax)
and Simon Grant (financial services).
Lavery, de Billy, L.L.P. (Josianne Be-
audry, René Branchaud, Benjamin Gross,
Mylène Vallières and Shan Jiang) acted for
Osisko in Québec, and Paul, Weiss, Rif-
kind, Wharton & Garrison LLP (Adam
Givertz and Rebecca Vasluianu) was US
counsel to Osisko.
Fasken Martineau DuMoulin LLP was
counsel to Orion with a team led by Nancy
Eastman. e Fasken team included Dan-
iel Batista, Jesse Bertollo, Mariko Rivers,
Markus Liik, Myroslav Chwaluk, Steven
Catania and Youssef Fichtali (corporate),
Christopher Steeves and Paul Casuccio (tax)
and Huy Do (competition).
GENTHERM INC. ACQUIRES
ETRATECH ENTERPRISES
FOR US$64M
CLOSING DATE: NOVEMBER 1, 2017
On November 1, 2017, Gentherm Inc. com-
pleted its US$64-million cash acquisition of
Etratech Enterprises, Inc.
Gentherm is a global market leader and de-
veloper of innovative thermal management
technologies and Etratech is a Burlington,
Ont.-based company that specializes in the
design, development and manufacturing of
advanced electronic controls and control sys-
tems for major multinational companies.
McMillan LLP acted as legal counsel to
Gentherm with Gentherm's General Coun-
sel, Ken Philips, and was involved in all as-
pects of the transaction. e McMillan team
was led by Bruce Chapple and included Sean
Brandreth, Julia Loney, Mikolaj Niski (cor-
porate), Michel Ranger (tax) and Kyle Lam-
bert (employment).
Minden Gross LLP acted for Etratech
Enterprises Inc. and its shareholders, in-
cluding e Shotgun Fund, with a team led
by Brian Temins that included Benjamin
Bloom, Alexandra (Sasha) Toten and Jes-
sica rower (corporate), Samantha Prasad
(tax) and Tracy Kay (employment). Michael
McHugh of McHugh Whitmore LLP, and
Jason (Jake) Bullen and Nicola Geary of
Cassels Brock & Blackwell LLP, acted as
legal counsel to certain of the shareholders of
Etratech Enterprises Inc.
NEXA RESOURCES
CLOSES $728M IPO
ON TSX AND NYSE
CLOSING DATE: OCTOBER 31, 2017
On October 31, 2017, Nexa Resources S.A.
(Nexa; formerly, VM Holding S.A.) and
Votorantim S.A. (Votorantim) completed
the initial public offering of 35,650,000
common shares (including full exercise of
the over-allotment option on closing) of
Nexa on the TSX and NYSE at a price of
US$16.00 ($20.69) per share for aggregate
gross proceeds to Nexa and Votorantim of
US$570 million ($728 million).
Nexa is a global zinc producer with over
60 years of experience developing and oper-
ating mining assets in Latin America. Nexa
operates and owns five long-life underground
mines, three located in the Central Andes of
Peru and two located in the state of Minas
Gerais in Brazil. e offering represents the
third largest mining company initial public
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