 Bennett Jones Education University of British Columbia, BSc, 2002 Queen's University, JD, 2005 University of California, Los Angeles, LLM, 2011 Bar Admissions Alberta, 2006 British Columbia, 2009 Overview Kwang Lim, Managing Partner of Bennett Jones' Vancouver office, provides practical and strategic advice to domestic and international clients on complex corporate finance and M&A transactions. Entrepreneurs, start-ups, scale-ups, public companies and investors across various industry sectors benefit from Kwang’s assistance throughout business growth cycles and his facilitation of opportunities. Kwang is highly engaged in Vancouver's business and legal communities and is an adjunct professor at the University of British Columbia’s law school where he teaches the M&A law course. In 2018, Kwang was named a Lexpert Rising Star, as one of Canada’s leading lawyers under 40, and was named a Leading Lawyer to Watch – Corporate Finance & Securities by the Canadian Legal Lexpert Directory. Kwang obtained his Master of Laws at University of California, Los Angeles (UCLA) with a specialization in business law. ,,He has a strong track record of handling significant acquisition transactions. Clients say Kwang is an incredibly responsive and practical lawyer with an exceptional dedication to client service.,, Mergers & Acquisitions • Mac Chain Company in its US$31.4-million sale to Renold pursuant to an asset and share purchase agreement • Safety Express Ltd. (an Aramsco company) in its acquisition of Sycorp Environmental. • Acted for a private buyer in their indirect acquisition of Niagara Fasteners Inc., and related financing matters. • Oakwyn Realty Ltd. in connection with its acquisition of Sage Executive Group for an undisclosed amount. • Uranium Energy Corp., in connection with its acquisition of a portfolio of Canadian uranium exploration projects from Rio Tinto Exploration Canada Inc. • Gibson Energy Inc., as Canadian counsel, in its US$1.1-billion acquisition of South Texas Gateway Terminal LLC. • The management team and employee shareholders of Cando Rail & Terminals Ltd. in connection with AIMCo's acquisition of all of the issued and outstanding shares of Cando Rail from Torquest and the minority shareholders, and in connection with the management team's reinvestment in the go-forward enterprise. • Terravest Industries Inc. in its share acquisition of Platinum Energy Services Ltd. ("Platinum") C$4.85 million. • PowerSchool in its acquisition of Chalk.com Education. • Klondex Mines Ltd., in its US$462-million acquisition by Hecla Mining Company pursuant to a Plan of Arrangement. • Havilah Mining Corporation, in its US$52-million spin-out from Klondex Mines Ltd. including a concurrent equity subscription by Hecla Mining Company pursuant to a Plan of Arrangement. • Shore Gold Inc., in the $22.82 million acquisition of Fort à la Corne Joint Venture from Newmont Canada FN Holdings ULC announced on June 23, 2017. • Crius Energy Trust, in its acquisition of the remaining interests in Crius Energy, LLC not already owned, directly or indirectly, by Crius Energy Trust for a total implied transaction value of $189.4 million. • Gateway Casinos & Entertainment Limited, in its acquisition of the Playtime group of companies for an undisclosed amount. • Diversified Royalty Corp., in its acquisition of a $12 million annual top-line royalty stream of Franworks Franchise Corp. for total consideration of $103 million. • Aurinia Pharmaceuticals Inc., in its merger with Isotechnika Pharma Inc. by plan of arrangement. • WesternOne Inc., in its acquisition of On-Site Equipment Partnership for total consideration of $13.5 million. • TSX Group Inc., in its acquisition of NetThruPut Inc. from Enbridge Inc. and Circuit Technology Limited. • Pengrowth Energy Trust, in its acquisition of Accrete Energy Inc. by plan of arrangement for total consideration of $120 million. • Petrowest Energy Services Trust, in its acquisition of nine businesses focused on pre-drilling and post-completion energy services.
Financings • Gibson Energy Inc. in its $403-million bought deal offering of subscription receipts. • Carbon Removal Partners, in connection with its Series Seed Preferred Share investment for an undisclosed amount in CO280 Solutions Inc. • Lightship Works Inc., in connection with its Series A financing for US$5.5M by specialist business technology investors. • Canaccord Genuity Corp, as agent, in the initial public offering of The Planting Hope Company Inc. (the "Company"). • First Mining, in its $28.75-million bought deal offering, issuing 57,500,000 units of the Company. • New Pacific Metals Corp., in its bought deal short form prospectus offering of common shares for total gross proceeds of $17.25 million, which included the exercise of the over-allotment option granted to the Underwriters in full. • Lead counsel to Harvest One Cannabis, a global cannabis company servicing both the medical and recreational cannabis markets, in Canada and internationally, in their C$60 million Canadian listing which was supported by a C$25 million financing, and in C$65 million of subsequent bought deal financings. • Harvest One Cannabis, in its $70 million listing on the TSX Venture Exchange and concurrent $25 million financing led by Mackie Research Capital. • Tier 1 Energy Holdings, Inc., its various affiliates, including Tier 1 Energy Solutions, Inc. and their private equity sponsor, Intervale Capital, in establishing various credit facilities made available by Royal Bank of Canada. • Tier 1 Energy Solutions, Inc., and its various affiliates, and their private equity sponsor, Intervale Capital, in the amendment and restatement of credit facilities made available by Royal Bank of Canada. • Gateway Casinos & Entertainment Limited, in its 2017 refinancing which included a $125 million senior secured revolving credit facility, a US$440 million senior secured term loan facility and US$255 million of second priority senior secured notes due 2024 led by Morgan Stanley, and including SunTrust Robinson Humphrey, BMO Capital Markets, Macquarie Capital, CIBC Capital Markets, National Bank of Canada Financial Markets and ING. • TG Income Trust III, in its $35 million trust unit offerings by way of initial public offering and subsequent public offerings led by PI Financial Corp. and including Industrial Alliance Securities Inc. • UrtheCast Corp., in its $19.6 million bought deal offering co-led by Clarus Securities Inc. and Canaccord Genuity Corp. • Canaccord Genuity Corp., as lead agent or underwriter for (a) Patriot One Technologies Inc.’s $4.6 million private placement of special warrants, and (b) InMed Pharmaceuticals Inc.’s $5.7 million public offering of units. • Refresh Capital Corporation, in (a) $150 million credit facilities with two undisclosed lenders, and (b) multiple offerings of unsecured debentures with Richardson GMP as sole and lead agent. • Helios Wire Corporation, in its private placement of convertible debentures for an undisclosed amount. • Unigold Inc., a Canadian-based mineral exploration company focused primarily on exploring and developing its gold assets in the Dominican Republic, in its private placement of units for gross proceeds of $4.8 million. • Crius Energy, in its bought deal financing to increase indirect ownership in Crius Energy, LLC to 43.1%. • Mosaic Capital Corporation, in its offering of units through a syndicate of agents co-led by Clarus Securities Inc. and Canaccord Genuity Corp. for gross proceeds of $29 million. • Imperial Capital, LLC, in the offering of senior PIK toggle notes by subsidiaries of Cornerstone Chemical Company for gross proceeds of $77.5 million. • American Hotel Income Properties REIT LP, in its offering of subscription receipts through a syndicate of underwriters co-led by Canaccord Genuity Corp. and National Bank Financial Inc. for gross proceeds of $40 million. • American Hotel Income Properties REIT LP, in its initial public offering of 8,700,000 limited partnership units for gross proceeds of $87 million. • Mosaic Capital Corporation, in its offering of preferred securities through a syndicate of agents led by Raymond James Ltd. for gross proceeds of $25 million. • A private real estate investment trust, in various equity and debt offerings for combined gross proceeds of over $100 million. • A portfolio manager, in the purchase of notes of various public and private issuers, in the aggregate principal amount of approximately $90 million. • WesternOne Inc., in numerous equity and debt offerings for combined gross proceeds of $30 million. • MedGenesis Therapeutix Inc., in an equity investment by Amgen Inc., for the development of GDNF, of an undisclosed amount. • Canaccord Adams Inc., in the U.S. initial public offering of GLG Life Tech Corporation on NASDAQ Global Markets for gross proceeds of $33 million. • Petrowest Energy Services Trust, in its initial public offering for gross proceeds of $140 million. • MEG Energy Corp., in various private placement offerings for combined gross proceeds of $1.4 billion. • Pengrowth Energy Trust, in its equity offering to a syndicate of underwriters led by RBC Capital Markets for gross proceeds of $461 million. • Petrowest Energy Services Trust, in its initial public offering for gross proceeds of $140 million. • Genoil Inc., in various private placement offerings for combined gross proceeds of $7 million. • GMP Securities L.P., lead to a syndicate of agents, in a private placement offering of common shares by C1 Energy Ltd. for gross proceeds of $4 million. • Cormark Securities Inc., lead to a syndicate of agents, in a private placement offering of common shares by Immersive Media Corp. for gross proceeds of $20 million. • Royal Host Real Estate Investment Trust, in its offering of 5.90% convertible unsecured subordinated debentures for gross proceeds of $60 million. |