595 Burrard St, Suite 2600, PO Box 49314, 3 Bentall Ctr, Vancouver, BC
Year called to bar: 2001 (BC)
Kathleen has been a corporate finance and M&A lawyer for over 20 years. She has extensive experience acting for public and private issuers in a broad range of industries, including mining, forestry, retail, financial services, cannabis, technology, and manufacturing. She advises issuers and underwriters on domestic and cross-border public offerings and private placements of equity and debt securities, and public and private companies and their boards of directors and special committees in connection with mergers & acquisitions, including takeover bids, plans of arrangement, going-private and spin-out transactions, and joint venture and shareholder agreements. Kathleen has been counsel in connection with numerous domestic and cross-border initial public offerings including the IPOs of Aritzia Inc., Ero Copper, and Tilray Inc. Recent representative M&A transactions include Tilray’s proposed combination with Aphria Inc. to create the world’s largest cannabis company, Great Canadian Gaming’s proposed acquisition by Apollo Global Management, Tilray’s acquisition of Manitoba Harvest, Auryn’s acquisition of Eastmain (to form Fury Gold Mines),` and Carillion Canada’s sale of its services business to an affiliate of Fairfax Financial Holdings.
On Dec. 16, 2020, Tilray, Inc. and Aphria Inc. announced that they had entered into a definitive agreement to combine their businesses and create the world’s largest global cannabis company based on pro forma revenue of $874 million
On February 28, 2019, Tilray, Inc. (“Tilray”), a global leader in cannabis research, cultivation, production and distribution, acquired through a subsidiary all of the issued and outstanding securities of FHF Holdings Ltd. (doing business as “Manitoba Harvest”) from Compass Group Diversified Holdings, LLC (“Compass”) and other shareholders of Manitoba Harvest, by way of a plan of arrangement pursuant to the Business Corporation Act (British Columbia).
On January 29, 2018, and February 15, 2018, First Majestic Silver Corp. completed the issuance of US$156.5 million aggregate principal amount of 1.875 per cent unsecured senior convertible notes due 2023, including notes issued pursuant to the partial exercise of an over-allotment option granted to the initial purchasers.
On October 19, 2017, Ero Copper Corp. (Ero or the Company) completed its initial public offering and secondary offering of an aggregate of 23,282,116 common shares (the Shares) for a price of $4.75 per Share for aggregate gross proceeds of $110,590,051 (the Offering). The Shares were sold by way of treasury offering of 10,000,000 Shares by Ero, and secondary offering of 13,282,116 Shares by certain securityholders of the Company (the Selling Securityholders).
On January 26, 2017, Aritzia Inc. (“Aritzia” or the “Company”) completed its secondary offering of 20,100,000 subordinate voting shares (the “Shares”) for a price of $17.45 per share (the “Offering Price”) for aggregate gross proceeds of $350,745,000 (the “Offering”).
On July 28, 2016, Fortuna Silver Mines Inc. (“Fortuna”) completed its previously announced acquisition of all of the issued and outstanding shares (“Goldrock Shares”) of Goldrock Mines Corp. (“Goldrock”) by way of plan of arrangement (the “Arrangement”).
On March 1, 2016, Pretium Resources Inc. completed a marketed offering of 28,384,000 common shares at US$4.58 per share, for gross proceeds of US$129,998,720, which included the exercise of the full amount of the over-allotment option of 2,174,000 common shares.
On October 15, 2015, CPI Card Group Inc. (the Company) completed its initial public offering of 17,250,000 shares of common stock at US$10.00 per share, including 2,250,000 shares of common stock sold by certain existing stockholders upon the exercise in full by the underwriters of their over-allotment option.
On March 17, 2015, Silver Wheaton Corp. completed a bought deal common share offering pursuant to the multijurisdictional disclosure system (MJDS). An aggregate of 38,930,000 common shares were sold for aggregate gross proceeds of US$800 million. Silver Wheaton used the net proceeds to fund its acquisition of an additional 25 per cent gold stream from Vale S.A.’s Salobo Mine, located in Brazil.