Capital constraint. Increasingly complex regulations. Rising resource nationalism. In the global business of mining, these are just a few of the challenges you may face everyday.
As a global Top 10 law firm with deep experience in the industry, Dentons can help you meet those challenges head-on. Our mining clients include issuers listed on the world’s major stock exchanges, including those in Australia, Johannesburg, Hong Kong, London, Moscow, New York and Toronto. Investment banking firms and financial advisors turn to us for our seasoned advice. It’s why we’re certain our global team’s experience will match your global reach.
Look to our lawyers for solutions across the mining sector. Leverage our knowledge in areas such as mergers and acquisitions. While many markets continue to encounter challenges, the fundamentals for the mining sector, including commodity prices, remain strong in the medium term. Trust us to help you play a leading role in the development of resource projects worldwide, as we continuously monitor developments in resource nationalism, including the exercise of royalty, taxing and nationalization powers.
Partner with lawyers who have authored studies related to global resource regimes and published extensively in relation to the streamlining of multiple environmental assessments to support the development of major projects. Rely on a mining team that takes an active role in both the Prospectors and Developers Association of Canada and the Rocky Mountain Mineral Law Foundation.
With Dentons, you’ll benefit from our in-depth understanding of the mining sector, as well as our worldwide reach, seamless service, and cross-border, multijurisdictional insight that can provide you with the right strategies to grow your business.
More About Mining
- Argonaut Gold Inc.: Advising the Canadian gold producer with respect to its operations in Durango, Baja Sur and Sonora, Mexico, on mining, corporate, finance and securities matters, including in connection with its proposed C$341 million business combination with Prodigy Gold Incorporated; on its C$367 million business combination with Pediment Gold Corp.; in connection with its C$150 million three-part transaction involving a financing through GMP Securities LP to raise C$150 million, a business combination with Intuitivo Capital Corp. to become a public company, and the simultaneous completion of a C$103 million take-over of Castle Gold Corporation; and advising Argonaut Gold geological and engineering consultants and staff on the requirements for technical reporting under National Instrument 43-101. Our team is privileged to play a key advisory role in the execution of Argonaut Gold's growth strategy.
- CHEMK Group: Representing a world leading ferro-alloys company in several major trade defense proceedings before the European Commission, including refund of anti-dumping duties. Representing in two legal actions against the EU Institutions before the EU General Court. One of the legal challenges involves an unprecedented legal claim. The outcome of this case is likely to have an impact on the future practice of the EU institutions in reviews of dumping findings.
- China Development Bank: Advising on a C$352 million credit facility to Canadian Royalties Inc., a subsidiary of Jilin Jien Nickel Industry Co. Bank. The facility was drawn in tranches and is secured on the assets of Canadian Royalties Inc.
- Consolidated Thompson Iron Mines: Advising on its acquisition by Cliffs Natural Resources Inc. for C$4.9 billion. This deal was described as the most valuable deal of the first quarter of 2011 in the global metals market in PwC's Q4 2011 report Forging Ahead and was credited by the Globe and Mail in January 2011 with helping to propel the Canadian dollar.
- Eastcoal Inc.: Advising the Canadian mining company producing coking coal from its Menzhinsky mine and developing its Verticalnaya anthracite mine in the Ukraine, on mining, corporate, securities and financing matters, including in connection with its Wash Plant Commissioning and proposed Alternative Investment Market listing, bridge-loan facility and earlier private placement financing; the acquisition and financing of both mines; and advising Eastcoal geological and engineering consultants and staff on the requirements for technical reporting under National Instrument 43-101.
- Emirates Steel Industries PJSC and General Holding Corporation: Advising a subsidiary of the Abu Dhabi government’s General Holding Corporation (GHC) on project financing in relation to the US$1 billion expansion of a steel plant in Abu Dhabi. The expansion will be financed from a mixture of export credit agencies, Islamic and conventional sources. Dentons are advising ESI and GHC on the project contracts and all aspects of the financing. Dentons previously advised ESI and GHC on the financing of a US$2 billion expansion undertaken in 2010.
- First Uranium Corporation: Advising in connection with its C$405 million sale of all of its principal operating assets, which includes the sale indirectly of all of the shares of Mine Waste Solutions and its subsidiaries and the tailings recovery project, which it operates in South Africa, to AngloGold Ashanti Limited for C$335 million financed from debt facilities and cash reserves. This also includes, in a separate transaction, the sale, indirectly, of all of the shares of First Uranium Limited (a wholly owned subsidiary of the company) (“FUL”), which owns all of the shares of the Ezulwini Mining Company (Proprietary) Limited and related assets to Gold One International Limited (“Gold One”) for C$70 million. Gold One also provided a loan facility to the company for an amount up to C$10 million available for drawdown in accordance with the terms of the loan agreement between the parties. Subsequently, the company signed a binding sale of shares and claims agreement with Gold One for the sale of 100 percent of the issued shares of, and all shareholders’ claims against FUL. Adviser to First Uranium’s geological and engineering consultants and staff on the requirements for technical reporting under National Instrument 43-101.
- Haywood Securities Inc.: Advising in connection with equity and bond offerings by Northland Resources S.A. in Canada, Europe and the United States for aggregate gross proceeds of approximately $325 million.
- Marengo Mining Limited: Advising on its proposed restructure and redomicile to Canada by way of a scheme of arrangement and previously on C$83.25 million in equity raisings in the aggregate. Advising Marengo’s geological and engineering consultants and staff on the requirements for technical reporting under National Instrument 43-101. Marengo Mining Limited is an Australian mining company exploring the Yandera Copper Project in Papua New Guinea, one of the largest undeveloped copper projects in the Asia-Pacific region. Its development partners include Chinese State Owned Enterprise, China Nonferrous Metal Industry's Foreign Engineering and Construction Pty Ltd, as well as Petromin PNG Holding Limited, an independent company created by the State of Papua New Guinea to hold the state’s assets and to maximize indigenous ownership and revenue gains in the mineral and petroleum sectors.
- McEwen Mining Inc.: Advising US Gold Corporation as Canadian counsel in its 2012 acquisition by plan of arrangement of Minera Andes Inc. to form McEwen Mining Inc., with a market capitalization of approximately C$1.4 billion at the time of closing. We were one of seven law firms in Canada and the US representing the companies and the Special Committees of the Boards of Directors, in addition to local counsel in Argentina and Mexico. Advising McEwen Mining’s geological and engineering consultants and staff on the requirements for technical reporting under National Instrument 43-101. The goal of McEwen Mining Inc. is to qualify for inclusion in the S&P 500 by 2015 by creating a high-quality, high-growth, low-cost, mid-tier gold producer focused in the Americas.
- Sahaviriya Steel Industries (SSI): Acting in the negotiations for the acquisition of a steel and coke production facility in Redcar, North-East England. The site was purchased for US$468 million from Tata Steel Group. Our role was to secure and separate an ‘archipelago of land plots’ on a 3,000 acre ‘mothballed’ manufacturing site, to manage the TUPE and pension scheme transfers for the 750 staff to be retained by SSI, and to advise on over US$1 billion acquisition finance. The transaction was exceptionally complex, involving expertise across several practice areas and requiring creative legal solutions. It attracted considerable political and media interest and needed quick completion within seven months. Its success depended on our adopting a collaborative and cooperative approach, working closely with various stakeholders, including the client team, local community representatives, environmental and other regulatory bodies, trade unions and other parties for a successful solution for the client.
- Southern Legacy Minerals, Inc.: Advising on the $57 million business combination with Sinchao Metals Corp., by way of a merger pursuant to the Idaho General Business Corporations Act between Southern Legacy and Sinchao Idaho, Inc., a wholly-owned subsidiary of the Company and concurrent private placement financing. In connection with the transaction, the Company changed its name to “Southern Legacy Minerals Inc.” and commenced trading on the TSX Venture Exchange on July 3, 2012 under the symbol “LCY." The combined property holdings of Sinchao and Southern Legacy has resulted in a portfolio of base and precious metals projects spanning the Andes in Peru, Colombia and Chile.
- Stillwater Mining Company: Advising on Canadian mining and securities matters, including in connection with its acquisition of Peregrine Metals Ltd. for C$487 million; its C$118 million acquisition of Marathon PGM Corporation by way of plan of arrangement, including a joint venture with Mitsubishi with respect to the Marathon Project; and advising geological and engineering consultants and staff for Stillwater on the requirements for technical reporting under National Instrument 43-101. Stillwater is the only US producer of palladium and platinum and is the largest primary producer of platinum group metals outside of South Africa and the Russian Federation. Stillwater plans to further delineate, develop and operate Peregrine’s Altar porphyry copper-gold deposit, a large, undeveloped open-pit resource located in the San Juan province of Argentina.
- The DIP lender: Advising on obtaining court approval of an innovative $36 million dollar DIP loan which gave the DIP lender governance rights and a bonus payment equal to 35% of the net proceeds of Crystallex International Corporation's sole material asset and an investment treaty claim against Venezuela in excess of $3.4 billion arising from the unilateral rescission of Crystallex’s rights to the Las Cristinas gold project in Venezuela.
- Victoria Gold Corp.: Advising the leading gold exploration and development company advancing the Eagle Gold Project in the Yukon to production, on Canadian legal and mining matters, including the sale of the Cove McCoy Property, located in Nevada, to Premier Gold for C$24 million; the sale to Barrick Gold Corporation in respect of the Mill Canyon Property, located in Nevada, for aggregate gross proceeds of approximately C$48 million; and in relation to a bought deal public offering of common shares and flow-through common shares for C$30 million. Advising geological and engineering consultants and staff for Victoria Gold on the technical reporting requirements under National Instrument 43-101.
MiningApril 22, 2013
The U.S. District Court for the Southern District of New York recently ruled in favor of client Global Gold against Caldera Resources, confirming an international arbitration award on the Marjan Gold Mine in Armenia. Global Gold stated it was "grateful to our outside counsel, Brian Cousin . . . who really was tenacious in exposing securities law violations aspects of Caldera's behavior." Read more
Capital MarketsNovember 27, 2013
On November 21, 2013, the securities regulatory authorities in all Canadian jurisdictions, with the exception of Ontario and Newfoundland and Labrador (the “Participating Jurisdictions”), published for comment Multilateral CSA Notice 45-312 (the “Notice”). The Notice sets out a new proposed prospectus exemption that would allow issuers listed on the TSX Venture Exchange (“TSX-V”) to raise capital through the distribution of securities to their existing security holders. Read moreMiningNovember 26, 2013
In this presentation, Dentons' Jessica Yee discusses a recent Staff Notice that provides guidance with respect to the following for companies considering a TSX listing: qualification for listing for mineral exploration and development companies; financial statement disclosure required for listing; and, stock options granted prior to an IPO. Read moreMiningNovember 19, 2013
Dentons' Pierre Lortie was invited to speak on the topic of financing mining projects in Québec during “Deloitte’s Business Class” conference held on November 19 at the Palais des congrès in Montreal. Read more
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WarsawNovember 20, 2013
Ewa Rutkowska-Subocz, environment practice head at Dentons Warsaw, spoke on the panel at the International Coal & Climate Summit organized by the Ministry of Economy in Poland during the UN Climate Change conference – COP19 on 18/19 November 2013. Read moreJoint VenturesJuly 10, 2012
SNR Denton advised USG Corporation (USG), the Chicago-based manufacturer of building materials, on their partnership with Oman based Zawawi Minerals. Read moreCanadaMarch 7, 2012
Today, The Financial Post has published two league tables ranking the firms who acted as legal counsel to the issuers on Canadian metals and mining financings in 2011. The published tables cover financings by (i) TSX-listed issuers (TSX) and (ii) TSX Venture-listed issuers (TSXV). Read more