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2018
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LEXPERT 37
LEXPERT-RANKED LAWYERS
base for Green House Seeds and Organa Brands
while Canopy Growth has the right, subject to
limited exceptions, to purchase all the cannabis
products produced by Agripharm for distribution
through its Canadian system.
Although Agripharm is focused on the Canadi-
an market, Canopy Growth, Green House, Organa
Brands and their respective affiliates have entered
into an agreement to also explore other federally-
legal international opportunities as they arise, in-
cluding with respect to medical research and devel-
opment opportunities, product distribution plat-
forms, and brick-and-mortar retail locations.
Canopy Rivers Corp. (Canopy Rivers), a partly-
owned subsidiary of Canopy Growth, also entered
into an agreement to provide the joint venture with
up to $20 million in funding for the expansion of
the facility in exchange for ongoing royalty pay-
ments and a warrant to acquire up to 4 per cent of
the issued and outstanding common shares.
Cassels Brock & Blackwell LLP acted for
Canopy Growth and Canopy Rivers with a deal
team composed of John Vettese, Cathy Mercer and
Jonathan Sherman (business, M&A and cannabis),
Bernice Karn (intellectual property and cannabis),
and Chuck Rich and Hilary Fender (financial ser-
vices and cannabis).
Green House was represented by Dentons
Canada LLP with a deal team that included
Eric Foster, Donald Luck, Keith Stein and An-
dreas Kloppenborg.
Stikeman Elliott LLP advised Organa Brands
with a team that included David McCarthy, Matt
Hunt and Jonathan Lin (corporate, M&A), Ryan
Sheahan (intellectual property) and Lindsay Gw-
yer (tax).
ERO COPPER CORP. COMPLETES
INITIAL PUBLIC OFFERING
AND SECONDARY OFFERING
CLOSING DATE: OCTOBER 19, 2017
On October 19, 2017, Ero Copper Corp. (Ero
or the Company) completed its initial public of-
fering and secondary offering of an aggregate of
23,282,116 common shares (the Shares) for a price
of $4.75 per Share for aggregate gross proceeds of
$110,590,051 (the Offering). e Shares were sold
by way of treasury offering of 10,000,000 Shares by
Ero, and secondary offering of 13,282,116 Shares
by certain securityholders of the Company (the
Selling Securityholders).
e Offering was underwritten by a syndicate
of underwriters co-led by BMO Nesbitt Burns Inc.
and Scotia Capital Inc. and included Canaccord
Genuity Corp., GMP Securities L.P., Numis Se-
curities Limited, PI Financial Corp. and Raymond
James Ltd. (collectively, the Underwriters).
e Company granted the Underwriters an over-
allotment option to purchase up to an additional
3,492,317 common shares for additional gross proceeds of $16,588,505.75,
which was exercised in full by the Underwriters and closed on November 1,
2017, resulting in the Offering totalling $127,178,556.75.
e Shares were offered in each of the provinces and territories of Canada,
other than Québec, by way of a prospectus dated October 11, 2017, and in
the United States on a private placement basis pursuant to a private placement
memorandum dated October 11, 2017.
Ero was represented in-house by Deepk Hundal (Vice President, General
Counsel and Corporate Secretary).
Blake, Cassels & Graydon LLP acted as Canadian counsel to Ero with
a team that included Bob Wooder, Kathleen Keilty, Jamie Kariya, Vladimir
Cvijetinovic, Nikita Ponomarev, Daniel Cherniak and Michael Stewart (se-
curities) and Kevin Zimka (tax).
Clifford Chance US LLP acted as US counsel to Ero. e Clifford Chance
team was composed of Anand Saha and Devon MacLaughlin (securities).
Pinheiro Neto Advogados acted as Brazil counsel to Ero with a team that
included Carlos Vilhena and Adriano Drummond Trindade (mining).
Cassels Brock & Blackwell LLP acted as Canadian counsel to the Under-
writers. e Cassels Brock team consisted of Chad Accursi, Shaun Khullar,
Kyle Simpson, and James Lyle (securities and mining) and Christopher Nor-
ton (tax).
Dorsey & Whitney LLP acted as US counsel to the Underwriters. e
Dorsey team was composed of Richard Raymer and Daniel Nauth (securities).
Veirano Advogados acted as Brazil counsel to the Underwriters with a
team that included Pedro Garcia and Daniela Philbois (mining).
Zacher, Glenn M. Stikeman Elliott LLP
(416) 869-5688 gzacher@stikeman.com
Mr. Zacher is a partner in the Litigation Group and Co-Head of the Energy
Group. His practice focuses on energy regulatory law and litigation.
He represents clients in complex litigation proceedings and before
administrative tribunals including the OEB, NEB, and in judicial review
and appeal proceedings, including before the Supreme Court of Canada.
Yurkovich, QC, Joseph W. Miller Thomson LLP
(780) 429-9716 jyurkovich@millerthomson.com
Mr. Yurkovich has a diverse corporate practice, focusing on M&A and tax
efficient structures, including limited partnerships with pension investors.
Over 35 years of practice, he has assisted drafting of Alberta legislation
for ULCs, other corporate law issues and automobile vicarious liability,
and advised clients on corporate governance issues, successful take-over
bid and shareholder proposals.
Yalden, Robert M. Osler, Hoskin & Harcourt LLP
(514) 904-8120 ryalden@osler.com
Mr. Yalden is Co-Chair of the National M&A Group and Head of the Corporate
Group in Montréal. His clients include public, private and crown corporations,
as well as financial institutions. He has advised senior management, boards
and financial advisors on a broad range of domestic and cross-border M&A
transactions (friendly and hostile), financing transactions and corporate
governance mandates.
