 Bennett Jones Education McMaster University, BComm, 1976 University of Toronto, LLB, 1979 University of Toronto, MBA, 1987 Bar Admissions Ontario, 1981 Michael Melanson advises clients on a variety of corporate and securities law matters, with a particular focus on capital markets transactions. Overview Michael practises extensively in the capital markets area, with an emphasis on public and private offerings of securities, takeover bids and mergers and acquisitions. He acts for clients in a wide range of industries, particularly in the mining industry. One area of focus of Michael's practice is representing clients in China, Hong Kong and other international markets. Michael's recent recognitions include:
Michael is a member of the American Bar Association, the Canadian Bar Association, the Foundation for Natural Resources and Energy Law, the Prospectors and Developers Association of Canada and the Canadian Institute of Mining, Metallurgy and Petroleum. Michael is a member of the Global Advancement Board of the Rotman School of Management at the University of Toronto and a recipient of the Arbor Award for volunteer service to the University of Toronto. M&A • McEwen Mining Inc., in its US$35-million cash purchase of the Black Fox Mine and other assets in Timmins, Ontario from Primero Mining Corp. • McEwen Mining Inc., in its acquisition of Lexam VG Gold Inc. by plan of arrangement with a transaction value of approximately $70 million • Western Potash Corp., in its corporate reorganization by plan of arrangement to create a new holding company, Western Resources Corp. • CRRC Meishan Co., Ltd., in its joint venture with American Railway Supply Corp. in the proposed railcar manufacturing facility in Moncton, New Brunswick • Carpathian Gold Inc., in a court-approved restructuring transaction with Brio Gold Inc. and Macquarie Bank Limited, which included the disposition of Carpathian Gold Inc.’s producing gold mine in Brazil • Duluth Metals Limited, in the acquisition by Antofagasta plc of all of the outstanding common shares of Duluth Metals Limited by way of a plan of arrangement with a total transaction value of approximately $104.6 million • Lipari Energy, Inc., in its indirect acquisition by plan of arrangement by certain members of Lipari's management team who were funded by a major US funding source, with total consideration of approximately $9.7 million paid to the Lipari minority shareholders • Andina Minerals Inc., in its acquisition by take-over bid and compulsory acquisition by Hochschild Mining PLC for approximately $103 million • FLIR Systems, Inc., in its acquisition by plan of arrangement of LOREX Technology Inc. for approximately $60 million • Canadian counsel to US Gold Corporation, in its acquisition by plan of arrangement of Minera Andes Inc. with a transaction value at the time of closing of approximately $1.4 billion for the combined company, which was renamed McEwen Mining Inc. • Lexam Explorations Inc., in its combination with VG Gold Corp. to form Lexam VG Gold Inc. through a plan of arrangement • Lipari Coal Holdings, Inc., in its reverse take-over as a Qualifying Transaction pursuant to the requirements of the TSX-V of Skyberry Capital Corp. to form Lipari Energy, Inc. and its private placement of subscription receipts exercisable for common shares and common share purchase warrants for total gross proceeds of approximately $50 million that were offered by a syndicate of agents led by Canaccord Genuity Corp. • Canadian counsel to Service Corporation International, in its $290-million acquisition by take-over bid and compulsory acquisition of Keystone North America Inc. • Duluth Metals Limited, in the US$227-million joint venture of its Nokomis copper-nickel-PGM mining project in Minnesota, U.S. with Antofagasta PLC • Market Regulation Services Inc., in its consolidation with the Investment Dealers Association of Canada to create the Investment Industry Regulatory Organization of Canada, which oversees all investment dealers and trading activity on debt and equity marketplaces in Canada • US Gold Corporation, in its successful completion of simultaneous take-over bids for three TSX-V listed gold exploration companies with an aggregate transaction value of US$160 million • Goldcorp Inc., in its acquisition by take-over bid of Wheaton River Minerals Ltd. with a transaction value of US$2.2 billion Corporate Finance • Canadian counsel to McEwen Mining Inc., in its shelf prospectus filed in the U.S. and in Canada pursuant to the multijurisdictional disclosure system relating to the issuance of up to 45,000,000 shares of common stock in connection with one or more acquisitions of businesses, assets, properties or securities • McEwen Mining Inc., in its US$50 million senior secured 3-year term loan facility with Royal Capital Management Corp. as agent for the lenders • McEwen Mining Inc., in its $12.88 million and $20.03 million bought deal private placements of flow-through shares • Canadian counsel to McEwen Mining Inc., in its offering of common stock and warrants for gross proceeds of approximately US$46.6 million by way of a prospectus supplement that was filed under its shelf registration statement, which was previously filed with securities regulatory authorities in the U.S. and in Canada under the multijurisdictional disclosure system • Carpathian Gold Inc. (now Euro Sun Mining Inc.), in its $10-million private placement to Forbes & Manhattan Inc., Sulliden Mining Capital Inc. and Black Iron Inc. • 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 • Canadian counsel to McEwen Mining Inc., in its shelf prospectus filed in the U.S. and in Canada pursuant to the multijurisdictional disclosure system relating to the issuance of up to US$200 million of securities • A syndicate of underwriters co-led by Canaccord Genuity Corp. and National Bank Financial Inc., in a bought deal short form prospectus offering in Canada and private placement in the United States of common shares by Yamana Gold Inc. for gross proceeds of $299,264,500 • Carpathian Gold Inc., in its bought deal private placement of approximately $19.4 million of common shares to a syndicate of underwriters consisting of Cormark Securities Inc. and Macquarie Capital Markets Canada Ltd. • Cline Mining Corporation, in its $9.5-million senior secured convertible bond financing with Marret Asset Management Inc. • A syndicate of underwriters led by Canaccord Genuity Corp., in a bought deal prospectus offering of common shares of MBAC Fertilizer Corp. for total gross proceeds of approximately $51.7 million • Duluth Metals Limited, in its $30-million convertible debenture financing • A syndicate of underwriters led by Canaccord Genuity Corp., in a bought deal prospectus offering of common shares of MBAC Fertilizer Corp. for total gross proceeds of approximately $35 million • Canadian counsel to US Gold Corporation, in its offering in the U.S. and in Canada pursuant to the multijurisdictional disclosure system of approximately US$112 million of its common stock • Evanachan Limited and McEwen Trading LP, in their distribution by over-night bought deal short form prospectus offering of common shares of Rubicon Minerals Corporation that was underwritten by GMP Securities L.P. for total gross proceeds of $190.2 million • Canadian counsel to US Gold Corporation, in its offering of common stock for gross proceeds of US$50.3 million by way of a prospectus supplement that was filed under its shelf registration statement, which was previously filed with securities regulatory authorities in the U.S. and in Canada under the multijurisdictional disclosure system |