Mining

Today's debt and equity capital markets demand a wealth of knowledge about assets—buying and selling them, monetizing them and other financing considerations. No team of lawyers understands the mining asset class better than Prinslaw Associates. Our Mining Finance and M&A Transactions team brings together the expertise and experience of first-class finance and M&A lawyers working with clients on a daily basis in the global mining industry. We advise clients across the full mining and metals' cycle—from exploration, to mine development, construction, production and reclamation.

Benefit from our global experience advising on: joint ventures, private placements and prospectus offerings, strategic investments, project finance, pre-export, prepayment, royalty and streaming structures, the sale and purchase of mines and mining entities, offtake agreements and the physical and financial markets into which you deliver finished products.

Our presence, expertise and experience in the key global finance-raising centers and the world's key mining regions means we know how capital is raised and how it is spent. We take pride in our deep-rooted industry knowledge and our ability to add real value and direction to any transactions we work on.

With new and often streamlined marketplaces for capital, dual listed public companies are now more common than rare. Your business will at some point transact globally for a cross-border or multi-jurisdictional opportunity. Take advantage of our global reach and expertise in 80+ countries. We can act as your guide so you tap into the market that best suits your strategy.

Whether you are considering a mineral or mining acquisition, effecting title transfers, or obtaining a title opinion to obtain project financing or a listing on a stock exchange or quotation system, Prinslaw Associates offers you an experienced team of skilled lawyers to conduct thorough mining due diligence—in compressed time frames. In an increasingly competitive, challenging demand-driven market, Prinslaw Associates continues to set standards of excellence in innovative structuring and robust documentation for mining finance and M&A transactions.

More About Mining Finance and M&A Transactions

• Corporate Reorganization
• Cross-Border and Multijurisdictional Transactions
• Mining Joint Ventures
• Proxy Contests
• Title Review and Due Diligence

Experience

• China Gold International Resources Corp. Limited: Advising the Canadian TSX/HKEx listed company which operates mines in Mongolia and the in Tibet Autonomous Region of the People’s Republic of China, on the US$500 million issuance of bonds, through its wholly-owned subsidiary, Skyland Mining (BVI) Limited.
• China National Gold Group Corporation: Advising on its US$300 million acquisition (through its subsidiary) of an Australian mining company, Sino Mining Guizhou Pty Ltd from Eldorado Gold Corporation, on aspects of the Sale Agreement, the Foreign Investment Review Board and completion aspects of the transaction. CNG received FIRB approval and the client successfully acquired the asset that is aimed to increase CNG’s annual gold production quantities. The multijurisdictional aspect was challenging and involved partners from our Sydney and Beijing offices working together.
• China National Nuclear Corporation: Advising in its US$190 million acquisition of a 25 percent stake in the Langer Heinrich Mauritius Holdings Ltd. uranium mine from Paladin Energy Ltd.
• Conuma Coal Resources Limited, a member of the ERP Group of Companies: Advising on its US$35 million acquisition of assets and assumed liabilities including three surface mining coal complexes from Walter Energy Canada in this 2017 Cross Border Turnaround of the Year award winning transaction. The complexes were purchased by Walter Energy Canada from Western Energy in 2011 for over CA$3 billion, Turnaround Atlas Awards 2017.
• ERP Iron Ore, LLC, a member of the ERP Group of Companies: Advising on its acquisition of an integrated iron ore mining and pellet production company from Magnetation in this 2017 Community Impact Turnaround of the Year award winning transaction. The assets were constructed at a cost of over US$1 billion, Turnaround Atlas Awards 2017.
• EuroChem Group AG: Advising one of the world’s leading mineral fertilizer producers on a US$800 million five-year pre-export financing from a syndicate of international banks.
• Imperial Metals Corporation: Advising the agent and the lending syndicate in respect of Imperial Metals Corporation's CA$200 million senior secured revolving credit facility consisting of two tranches: a CA$50 million revolving working capital tranche and a CA$150 million revolving construction tranche. The senior credit facility was completed concurrently with an offering of US$325 million 7% senior notes due 2019, and a junior unsecured revolving term credit facility of up to CA$75 million. The corporation, an exploration, mine development and operating company based in Vancouver, used partial proceeds the borrowings at closing to refinance existing indebtedness, and intends to use the balance of the proceeds and borrowings to partially finance the development, construction and commissioning of the Red Chris copper and gold mine in northwestern British Columbia, for ongoing working capital requirements and for general corporate purposes.
• Joint Venture Partners of Tiger Realm Coal Limited: Advising in the sale of a 20% interest in the Amaam North Project to Tigers Realm Coal Limited, an ASX listed coking coal company which is developing two projects in eastern Russia, and advising on the renegotiation of certain terms in the Amaam Project agreement.
• MMG: Advising in connection with the US$5.85 billion acquisition of Las Bambas copper project in Peru from GlencoreXstrata. Awarded Global M&A Deal of the Year in the Latin America/Peru category, The American Lawyer’s 2014 Global Legal Awards, Deal of the Year 2014, China Business Law Journal, M&A Deal of the Year 2014, Latin Lawyer.
• Mountain Province Diamonds: Advising on their financing for the construction of the world’s largest new diamond mine, Gahcho Kué, a joint venture with De Beers which is located in the Northwest Territories of Canada.
• PanAust Limited: Acting on the acquisition of Glencore Xstrata plc’s interest in the Frieda River Copper-Gold Project in Papua New Guinea (PNG). The acquisition was effected by acquiring all of the shares held by Glencore in Xstrata Frieda River Limited, a PNG registered company. Concurrently, Prinslaw Associates advised PanAust on its share placement agreement with Highlands Pacific. The value of the acquisition was approximately AU$125 million. The team included partners from our Sydney and Port Moresby offices.
• Pershimco Resources Inc.: Advising the Special Committee of the Board of Directors of Pershimco Resources Inc. on its CA$95 million combination with Orla Mining Ltd. by way of plan of arrangement.
• Sherritt International Corporation: Advising with respect to due diligence, an internal pre-closing reorganization, and corporate/commercial matters in relation to the sale of its royalty portfolio and its interest in coal development assets for cash consideration of CA$481 million to a group led by Altius Minerals Corp. and the sale of its operating coal assets for consideration of CA$465 million to Westmoreland Coal Company, for total consideration of CA$946 million.
• Taseko Mines Limited: Advising the special committee of the Board of Directors of Taseko Mines Limited in connection with its acquisition of Curis Resources Ltd., a mineral exploration and development company whose primary asset is the Florence Copper Project in Arizona.
• Veris Gold Group of Companies: Advising the Monitor in connection with the Group's CCAA proceedings in Canada, as well as Chapter 15 proceedings in the US; and with respect to the disposition of the Veris Gold USA Inc. operating and real estate assets to Whitebox Advisors LLC involving properties on both sides of the border including, notably, the operating gold and milling project in Nevada with annual revenue in the range of US$200 million, awarded M&A Real Estate Deal of the Year 2015, M&A Advisor and Judicial Restructuring of the Year award for Small Markets, Global M&A Network.

The mining industry is highly globalized. So, too, is your Prinslaw Associates mining litigation team.

Whether you are embroiled in arbitration or litigation over a royalty, participation right or right of first refusal, proxy contest or other mining- or resources-related dispute, Prinslaw Associates is there to help you achieve your objectives.

Our clients are engaged in the exploration and development of surface and underground deposits of various resources, including: gold, silver, copper, uranium, diamonds and other metals and minerals.

Take advantage of our core strength in providing strategic advice to companies, their boards, management and special committees, and their professional advisors.

We work closely with our securities and corporate mining lawyers to negotiate deals, execute plans of arrangement or assist in connection with hostile tender offers or takeover bids. If it becomes necessary to protect your rights before regulatory tribunals or trial or appellate courts, we are second to none.

Whether you’re securing mineral and mining licenses or titles in preparation for the exploration and permitting phase, or your project is operating at capacity production, you will find value in working with a Prinslaw Associates team that focuses entirely on the mining industry.

Benefit from working with a team that includes a professional geologist and engineers, and many team members who have worked in-house for mining companies.

Leverage our global reach. We have advised public and private mining companies operating in Africa, North America, South America, Asia, Australia/Oceania and Europe on joint venture agreements, technical services agreements and offtake agreements, and have consulted on countless Aboriginal and environmental and regulatory issues at every phase of exploration and development through to mine reclamation and closure.

Experience our commitment to helping our clients reach their goals, from junior to major explorers, developers and producers. We advise engineering, mining and geological consultants, prospectors, corporations, syndicates, joint ventures and financiers on the complete range of legal matters across every phase of your mining operation.

The journey of bringing a mining project to production involves dealing with government officials at all levels, whether to secure exploration rights, mining leases, building permits (for the mine, buildings and infrastructures), and restoration plans or social and environmental acceptance from surrounding communities and indigenous nations. As global demand for minerals continues to increase, emerging economies seek to secure long-term supply. With the stabilization of mineral prices, many countries continue to liberalize their mining policies, but with significant state controls. With this in mind, public policy experts have a greater role to play as world governments engage in the mining sector’s development.

Accordingly, as an owner or developer of mining projects you’ll benefit from alliances with public policy groups that can provide advice and strategic counsel on government policy and the best decision-making process to follow to achieve your short- and long-term goals.

Rely on Prinslaw Associates for deep, relevant insight. Our team maintains extensive contact with officials and elected representatives at all levels of government, and we have ties to consular officials who can engage and monitor local governments more effectively.

A successful corporate social responsibility program is often an essential component to mitigating risk and increasing investor confidence through enhanced cooperation with foreign governments and indigenous communities. Your Prinslaw Associates mining team has a diversified skill set—not only with respect to legal questions, corporate law and financing, but our clients also routinely consult us for advice on political analysis and risk assessment. Benefit from our combined understanding of the regulatory environment in international markets, government policy and mining disclosure to give you the advantage of a holistic approach to implementing your strategic plan.

More About Mining Public Policy, Regulation, Community Relations and Disclosure

• Aboriginal Law (Canada)
• Advocacy and Government Affairs
• Environment and Natural Resources
• Legislative Reviews

• Mining Disclosure
• Mining Regulation and Compliance
• Public Policy and Regulation