Franco-Nevada Closes $267 Million Bought Deal

On March 13, 2008, Franco-Nevada Corporation closed its public offering of 11,500,000 units, which included the full exercise at closing of the over-allotment option. The units were sold at a price of $23.25 per unit for aggregate gross proceeds of $267,375,000. Each unit consisted of one common share and one-half of one common share purchase warrant.

The units were sold on a bought deal basis through a syndicate of underwriters led by BMO Capital Markets and UBS Securities Canada Inc., and included CIBC World Markets Inc., GMP Securities L.P., RBC Dominion Securities Inc., Scotia Capital Inc., HSBC Securities (Canada) Inc., National Bank Financial Inc., Dundee Securities Corporation, Genuity Capital Markets, Paradigm Capital Inc. and Wellington West Capital Markets Inc.

Cassels Brock & Blackwell LLP acted as Canadian counsel for Franco-Nevada with a team that included Cameron Mingay, André Boivin and Roopinder Mundi (securities), and Ken Snider (tax). Dorsey & Whitney LLP acted as US counsel to Franco Nevada with a team that included Gil Cornblum and Jodie Kaufman (capital markets), and John Hollinrake (tax).

The underwriters were represented by Stikeman Elliott LLP with a team comprised of Quentin Markin, Wendy Yu and Jillian Kovensky (securities); and by Shearman & Sterling LLP, who acted as US counsel, with a team that included Chris Cummings, Jonathan Handyside and Hugo Sin.