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Mining

Mining has always been a capital-intensive activity, and it can also be quite cyclical depending on macroeconomic trends and geopolitical events. As governments prioritize domestic supply chains and the demand for critical minerals intensifies, the mining and metals sector has once again become an active and complex arena for cross-border transactions, capital raising, and regulatory change. Troutman Pepper Locke brings deep experience and long history to the mining and metals industry and transactions within it, advising a broad range of clients across the full project lifecycle, from early-stage exploration through development, production, and exit.

A significant part of our practice is cross-border, centered on advising U.S. companies and companies with a Canadian, Australian, and African nexus: foreign issuers raising capital in the U.S. and elsewhere, foreign exploration and development companies pursuing U.S. listings, foreign production companies for both metallic and non-metallic minerals in the U.S. and elsewhere, and M&A involving companies and assets located throughout the world. The firm has consistently ranked as the top or one of the top U.S. firms with respect to the number of completed equity transactions related to Canada for both issuers and underwriters/agents in the leading league tables for several years. We also counsel the financial community that powers and advises this sector: underwriters, investment banks, financial advisors, venture capitalists, private equity sponsors, and hedge funds with dedicated mining strategies.

Our team integrates transactional, regulatory, environmental, and capital markets capabilities to deliver practical, informed advice on the issues that matter most to mining and minerals clients — including M&A, project financing, capital raising, U.S. securities law compliance, permitting, environmental compliance and enforcement defense, contaminated sites and legacy liabilities, water and air quality, natural resources, and environmental risk management.

Representative Matters

  • Advised G Mining Ventures Corp. (TSX: GMIN; OTCQX: GMINF) in its definitive agreement to acquire G2 Goldfields Inc. (TSX: GTWO; OTCQX: GUYGF) in an all-share deal valued at CDN$3 billion.
  • Advised Karora Resources Inc. (TSX: KRR) on its merger with Westgold Resources Limited (ASX: WGX), for approximately AUD$1.2 billion, to form a combined mid-tier Australian gold producer.
  • Advised Elemental Altus Royalties Corp. (TSX-V: ELE; OTCQX: ELEMF) on U.S. securities and corporate law matters in its merger with EMX Royalty Corporation (NYSE American: EMX; TSX-V: EMX) to form Elemental Royalty Corporation, a mid-tier, gold-focused, Nasdaq-listed streaming and royalty company with a $1 billion market cap.
  • Advised Elemental Royalty Corporation in its definitive agreement to acquire all issued and outstanding common shares of Vizsla Royalties Corp., a precious metals-focused royalty company, for approximately CDN$330 million.
  • Advised Osisko Development Corp. in the closing of its $203 million private placement of units and its $450 million credit facility with Appian Capital Advisory Limited.
  • Advised the government of Québec, via Investissement Québec, in the closing of its approximately $310 million investment in Nouveau Monde Graphite, Inc., an integrated company developing responsible mining and advanced processing operations.
  • Advised National Bank Financial Inc. on a U.S. public offering for Gold Royalty Corp. (NYSE American: GROY), a gold-focused royalty company, valued at $105 million.
  • Advised Osisko Development Corp. (NYSE: ODV; TSXV: ODV) in completing its $143.8 million bought deal public offering of common shares with National Bank Financial Inc., BMO Capital Markets, and RBC Capital Markets acting as co-lead underwriters and co-bookrunners.
  • Advised GoGold Resources Inc. (TSX: GGD) in the closing of its bought deal offering of 54,245,500 units at a price of CDN$2.65 per offered unit for aggregate gross proceeds of CDN$143,750,575.
  • Advised BMO Capital Markets on the closing of Collective Mining, Ltd. (NYSE: CNL; TSX: CNL)’s upsized bought deal public offering of 6,600,000 common shares at CDN$19 per share for aggregate gross proceeds of CDN$125.4 million, alongside a concurrent non-brokered private placement with Agnico Eagle Mines Limited for gross proceeds of approximately CDN$15 million.

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