On August 31, 2017, Trevali Mining Corporation completed its acquisition of a portfolio of zinc assets from Glencore PLC and certain of its subsidiaries whereby Trevali acquired an 80% interest in the Rosh Pinah mine in Namibia, a 90% interest in the Perkoa mine in Burkina Faso, an effective 39% interest in the Gergarub project in Namibia and an option to acquire 100% interest in the Heath Steele project in Canada including certain related exploration properties and assets. The aggregate purchase price for the assets of US$417.86 million is comprised of cash consideration of US$245.21 million, and an aggregate of 193,432,310 common shares in the capital of the Trevali at a deemed price of C$1.20 per common share.
The cash consideration was funded through a combination of: (i) the proceeds of the bought deal private placement of subscription receipts conducted by a syndicate of underwriters led by BMO Capital Markets and including Scotia Capital Inc., TD Securities Inc., Eight Capital, National Bank Financial Inc., Paradigm Capital Inc., Cormark Securities Inc., GMP Securities L.P., Haywood Securities Inc., and Raymond James Ltd. and (ii) advances under a US$160-million senior secured term loan and a US$30-million senior secured revolving working capital loan, in each case made available to Trevali by The Bank of Nova Scotia and SG Americas Securities LLC, as co-lead arrangers and joint bookrunners, and The Bank of Nova Scotia, Société Générale, Export Development Canada, HSBC Bank Canada and The Toronto-Dominion Bank, as lenders.
Cassels Brock represented the Special Committee of the Board of Trevali Mining Corporation with a team that included Jennifer Traub, Jen Hansen and Alexis Bowie (Securities/Mining). Cassels Brock also acted for Trevali on the debt which formed part of the cash consideration with a deal team composed of David Budd, Carla Potter, Hilary Fender and Jenna Clark (Financial Services).