Coeur Mining, Inc. acquires JDS Silver Holdings Ltd. for up to US$250M

On October 17, 2017, Coeur Mining, Inc. (Coeur), a public gold and silver company listed on the New York Stock Exchange acquired all of the outstanding shares of JDS Silver Holdings Ltd. (JDS Silver), a private British Columbia silver mining company, for aggregate consideration of up to US$250 million pursuant to a plan of arrangement. The principal asset of JDS Silver is the high-grade silver-zinc-lead Silvertip mine located in northern British Columbia. Coeur paid an initial consideration of US$200 million, consisting of US$146.5 million of cash, US$38.5 million of Coeur shares and assumed debt of US$15 million. Additional contingent payments of up to US$50 million are payable by Coeur upon the achievement of specific future permitting and exploration milestones at the Silvertip mine. 

Coeur was represented by Casey Nault, Senior Vice President, General Counsel and Corporate Secretary, Robyn Koyner, Vice President, Assistant General Counsel and Assistant Secretary and Brian Slade, Associate Counsel. Goodmans LLP acted as Canadian counsel for Coeur with a team consisting of Kari MacKay, Dave Rosenblat and Matt Rossetti (corporate/M&A), Alan Bowman and Michael Royal (tax), Lisa Mantello (banking) and Richard Annan (competition). Lawson Lundell LLP acted as British Columbia counsel to Coeur with a team consisting of Karen MacMillan and Patrick Thomson (corporate/M&A/mining), Christine Kowbel and Keith Bergner (Aboriginal/environmental) and Rob Sider and Ritu Mahil (employment). Gibson Dunn & Crutcher LLP acted as US counsel to Coeur with a team consisting of Steve Shoemate, Jonathan Corsico and Eric Scarazzo (corporate/M&A) and Romina Weiss (tax). 

JDS Silver was represented by Brent Gilchrist, President, Richard Godfrey, Chief Financial Officer, and Andrew Malashewsky, Vice President, Corporate Finance. Blake, Cassels & Graydon LLP acted as Canadian counsel to JDS Silver with a team consisting of Trisha Robertson, Troy Lehman and Trevor Simpson (corporate/M&A), Soraya Jamal (tax), Samantha Rossman and Aletha Utley (financial services) and Jason Gudofsky (competition). 

Denham Capital, a leading resources and energy-focused global private equity firm and the majority shareholder of JDS Silver, was represented by Anthony Fiore, Associate General Counsel. Bennett Jones LLP acted as Canadian counsel to Denham Capital with a team consisting of John Mercury, James McClary, Drew Broughton, John Lawless and Alexander Baker (corporate), Sander Grieve (mining), Darcy Moch (tax), Karen Dawson and Noriko Shimura (financial services) and Beth Riley (competition). Latham & Watkins LLP acted as US counsel to Denham Capital with a team consisting of Cheryl Coe (tax) and Peter Todaro (antitrust).