Capstone Mining Acquires Pinto Valley Copper Mine

Capstone Mining Corp. completed the acquisition of the Pinto Valley copper mine and the associated San Manuel Arizona Railroad Company in Arizona, USA from BHP Copper Inc. (BHP Copper), a subsidiary of BHP Billiton Ltd. The purchase price of US$650 million was funded from cash and Capstone's credit facilities. Prior to the acquisition, Capstone completed a second amendment and restatement of its existing credit facility on October 4, 2013. The restatement increased Capstone's credit facility from US$200 million to US$400 million. The credit facility was provided by a syndicate of lenders led by The Bank of Nova Scotia, as administrative agent.

Blake, Cassels & Graydon LLP represented Capstone with a team of Bob Wooder, Steve McKoen, Caroline Clapham and Kyle Misewich (corporate/securities); and Bahar Hafizi and Tiffany Chung (financial services). Capstones US counsel was Davis Graham & Stubbs LLP, whose team was led by Connie Rogers and included Dean Miller, Randy Hubbard and Brian Boonstra.

Cleary Gottlieb Steen & Hamilton LLP represented BHP Copper with a team led by Filip Moerman and included Kimberly Spoerri, Rachel Serlen and Phillip Coffman (M&A). Polsinelli Shughart PC also represented BHP Copper in Arizona, and was led by Brian Moll with a team that included Gerrit Steenblik and John Burnside.

Fasken Martineau DuMoulin LLP was counsel to the Bank of Nova Scotia with a team of Thomas Meagher and Dev Singh.

Scotia Capital Inc. was the financial advisor to Capstone, and Citigroup Global Markets Inc. was the financial advisor to BHP Copper.