Lexpert Magazine

10 LEXPERT MAGAZINE | MARCH/APRIL 2018 | RECENT DEVELOPMENTS IN BUSINESS LAW | MacKay: e change in government in British Columbia last spring was interest- ing to observe. However, given the mine life of many of its projects, Coeur antici- pates that there will regularly be changes in government, and strives to produce sound operational plans that are of benefit to communities. LEXPERT: What kind of regulatory approv- als were necessary? MacKay: Based on the financial metrics of JDS Silver and the parties to the transac- tions — including their Canadian presence — neither Competition Act nor Investment Canada Act filings were required. ere were limited approvals required to com- plete the transaction. LEXPERT: Did the legal teams know each other going in? How would you character- ize the tone of the negotiations? MacKay: We were very happy to have the opportunity to work with our colleagues at Blakes and Bennett Jones again and with Lawson Lundell. I believe many of us knew each other from prior transactions — or long-past school days — but it is always great to be back in touch. I would charac- terize our interactions as friendly, profes- sional, and very productive. As mentioned previously, our clients were in discussions for a long period but once commercial arrangements were determined, things moved quite quickly and negotiations hap- pened over a short period near the end of last summer. LEXPERT: How are things going with plans to restart production? Exploration? MacKay: Coeur continues to anticipate pro- duction to be back on line in the first quar- ter of this year, and as indicated, Coeur sees significant opportunities for exploration at Silvertip. All of these plans require techni- cal and legal consideration, most of which is completed by Coeur's highly experienced in-house team. Karen MacMillan, Lawson Lundell (for Coeur in British Columbia): e transition is going well and the minor legal issues that we have encountered have been those that we an- ticipated leading up to the acquisition. We have provided significant advisory work in terms of this transaction and have played a role in helping Coeur in understanding the BC landscape and in navigating the imple- mentation process. LEXPERT: Some observers say that a re- bound is afoot aer a long dry spell in the mine building and development sector. What can we expect to see going forward? MacKay: It is an interesting time right now, but our impression is that the mood during this [investment] "conference season" is generally positive. ere continues to be a number of transactions where the purpose is to rationalize balance sheets but the re- cent rebound in gold prices seems to have provided an opportunity for greater explor- ation budgets. MacMillan: Key indicators suggest a re- bound in the mining sector and Canada continues to be an attractive jurisdiction for miners. Based on activity levels in 2017, I would not be surprised to see a continued increase in interest in acquiring and/or ad- vancing Canadian mining projects. LEXPERT: Finally, what would you say was the most memorable or unusual aspect of this deal? MacKay: Negotiations on this transaction proceeded rapidly, with an executed agree- ment being confirmed over a short period of time. Also, there were no approvals re- quired and limited interactions with third parties. One might say that the most unique aspect of this transaction was the simplicity in execution and completion. We are very lucky to have been working with the excel- lent team at Coeur for so long. MacMillan: Coeur was a new client for the firm … It has been gratifying to help estab- lish the company's presence in BC. ON THE TREND Foreign Interest Wanes The collapse in gold and other metal prices has kept foreign buyers away. In 2010, the biggest year in the past decade for inbound mining transactions, coal was still very much a desired commodity in Canada, with Western Coal being bought out by Walter Energy for US$2.9 billion. The past four years, by comparison, have seen barely a trickle of these sorts of deals. GRAPHIC BY DAVID DIAS; SOURCE: THOMSON REUTERS

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