Joanna Cameron* has experience advising private and public companies with respect to both transactional and operational matters. Joanna has experience with mergers and acquisitions, financings (both public offerings and private placements), governance matters, corporate restructurings and reorganizations, proxy battles and continuous disclosure obligations.
Joanna also has experience drafting, reviewing and/or negotiating a wide range of commercial agreements including option agreements, shareholder agreements, non-disclosure agreements, memorandums of understanding, letters of intent, share purchase agreements, asset purchase agreements, investment agreements, escrow agreements, trust indentures, shareholder rights agreements, indemnity agreements and services agreements.
Joanna has worked with clients in a broad range of industries including mining, education, retail, shipping, financial services, information technology, power and forestry.
Representative transactions include:
- Acting for NexGen Energy Ltd. in its acquisition (by reverse take over) of Clermont Capital Ltd. and negotiation of a material option agreement
- Acting for Hecla Mining Company in its acquisition of a 19.9% interest in Dolly Varden Silver Corporation
- Acting for Mirabela Nickel Limited in connection with its initial TSX listing and concurrent public offering of ordinary shares, raising gross proceeds of C$183 million
- Acting for Minera Andes Inc. in connection with a business combination between Minera Andes Inc. and US Gold Corporation by way of plan of arrangement (having a transaction value of $1.49 billion)
- Acting for the special committee of Klondex Mines Ltd. In connection with the successful defence of two unsolicited acquisition proposals
- Initial public offering by Sterling Shoes Income Fund of units raising gross proceeds of C$53 million
- Initial public offering by VCom Inc., a local technology company in connection raising gross proceeds of C$28 million
- Acquisition of Black Box Games by Electronic Arts Inc.
- Private placement of project bonds by Columbia Power Corporation and Arrow Lakes Power Corporation
- Private placement of secured notes by Seaspan International Ltd.
- Acquisition of Riverside Forest Products Ltd. by Tolko Industries Ltd.
- Acquisition of Datum Telegraphic Inc. by PMC Sierra, Inc., by way of exchangeable shares and cash
Publications/In The News
- Author, “What a Board Should Consider in a Hostile Take-Over Situation,” Business In Vancouver (March 13, 2012)
- Co-author, “Proxy Fights Are Heating Up. Be Prepared,” Investment Executive (June 2011)
- “Comments Sought on Proposed Amendments to National Instrument 43-101 Standards of Disclosure for Mineral Projects” (June 11, 2010)
- “International Financial Reporting Standards (IFRS) Transition Disclosure Update” (February 25, 2010)
*denotes Law Corporation
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