Lexpert Special Editions

Special Edition on Corporate 2018

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 | 2018 | LEXPERT 35 Vaux, Robert Goodmans LLP (416) 597-6265 rvaux@goodmans.ca Mr. Vaux practises corporate/securities law, focusing on public/private M&A, corporate finance and governance matters, including proxy contests. He is Co-Chair of Goodmans' Corporate Securities Group and an Adjunct Professor at the University of Toronto, Faculty of Law. He has a reputation for assisting in the structuring of novel and sophisticated transactions and dealing with complicated issues. Vanderpol, Sean Stikeman Elliott LLP (416) 869-5523 svanderpol@stikeman.com Mr. Vanderpol is Co-Head of the Capital Markets and Public M&A Groups in the Toronto office. His practice focuses on public companies, with emphasis on public M&A transactions, as well as public corporate finance transactions and public governance and compliance issues. He is a member of the Law Society of Ontario and a previous member of the Securities Advisory Committee of the OSC. Vandenberg, Edward Osler, Hoskin & Harcourt LLP (613) 787-1110 evandenberg@osler.com Partner in the business law department and a member of the firm's Technology Business Group, Mr. Vandenberg is based in the Ottawa office where he practises corporate and securities law with an emphasis on private equity financing, mergers & acquisitions and venture capital fund formation. His practice concentrates almost exclusively on emerging technology companies and private equity funds. Urbani, Michael G. Stikeman Elliott LLP (604) 631-1340 murbani@stikeman.com Mr. Urbani is a partner in Stikeman Elliott Vancouver's Corporate and Securities Group. He has a diversified corporate practice focused on corporate finance, securities, M&A and corporate governance. He acts for private and public entities and investment dealers in public financings and private placements in Canada and the United States, as well as on take-over bids and M&A. Turner, John S.M. Fasken Martineau DuMoulin LLP (416) 865-4380 jturner@fasken.com Mr. Turner is Leader of the firm's Global Mining group and the Securities, Mergers & Acquisitions group. His practice is focused in the resource sector, where he has been involved in many leading corporate finance and mergers & acquisitions deals. He represents issuers and underwriters in transactions involving resource companies active throughout the globe. Turcotte, Maxime Stikeman Elliott LLP (514) 397-2421 mturcotte@stikeman.com Partner in the Corporate Group. He specializes in providing corporate advice (often with cross-border or international components) in the context of private/public M&A, corporate finance transactions and projects. He has extensive experience working on significant public/private M&A transactions in various industries such as professional services, energy, infrastructure, healthcare and insurance. LEXPERT-RANKED LAWYERS min Arfa (financing) of Wachtell, Lipton, Rosen & Katz; and in Europe by Xavier Doumen, Alex- andra Tuil and Marion Salus of Hogan Lovells (Paris) LLP. Tembec was represented in Canada by Pierre- Yves Leduc, Amy Chao, David Tardif, Aniko Pel- land, Marc-William Carrothers, Valérie Trudeau and Charles Ouimet (M&A), Jeffrey Brown and Michael Laskey (competition), Franco Gadoury and Adam Drori (tax), and Howard Rosenoff and Léa Bénitah-Bouchard (financing) of Stikeman Elliott LLP; in the United States by Ted Lacey, Kimberly Petillo-Décossard, Ross Sturman, Joseph Rosati, Elai Katz, Glenn Jr. Waldrip, Mark Gel- man of Cahill Gordon & Reindel LLP; in Europe by Alec Burnside, Marjolein De Backer, Nicola Mariani of Dechert LLP; and in China by Natalie Yeung and Paddy Law of Slaughter and May. Oaktree was represented by Patricia Olasker, Steven Harris and Geoff Rawle (M&A) of Davies Ward Phillips & Vineberg LLP. Norton Rose Fulbright advised Bank of America, the lenders to Rayonier with a team that included Michele Friel, Peter Wiazowski and Amanda Plastina. ORLA MINING ACQUIRES GOLDCORP'S CAMINO ROJO PROJECT CLOSING DATE: NOVEMBER 7, 2017 Orla Mining Ltd. (Orla) (TSX-V: OLA) acquired the Camino Rojo Project, a gold and silver ox- ide heap leach project located in Zacatecas State, Mexico from Goldcorp Inc. (TSX: G, NYSE: GG) (Goldcorp) for 31.9 million common shares of Orla (a 19.88-per-cent interest in Orla) and a 2-per-cent net smelter royalty. Orla and Goldcorp have also entered into an option agreement regarding the potential development of multiple sulphide op- erations at Camino Rojo in which Goldcorp will, subject to the applicable sulphide project meeting certain thresholds, have an option to acquire a 60-per-cent or 70-per-cent interest in the applica- ble sulphide projects. Orla was represented by Goodmans LLP with a team that included Kari MacKay, Grant Mc- Glaughlin, David Coll-Black and Alex Ginther (corporate/mining) and Alan Bowman (tax); and in Mexico by Mauricio Herias of VHG Servicios Legales S.C. Goldcorp was represented internally by Ran- dall Chatwin, Vice President, Assistant General Counsel, Andrew Spencer, Legal Counsel, Abel Martinez, Legal, Goldcorp Mexico, and Alejan- dro Guevara, Legal, Goldcorp Mexico. Cassels Brock & Blackwell LLP acted as external coun- sel to Goldcorp with a team that included Darrell Podowski, John Christian and Stefanie Sebanc (securities/mining/M&A); and in Mexico by Todd y Asociados, S.C. with a team that includ-

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