Business

Securities

Unlike many of the East Coast firms, Boughton Law’s Securities Practice Group takes a unique approach to securities law. We represent issuers, investment dealers, directors, consultants, shareholders, and industry service providers in a client-centred, innovative, and down-to-earth manner.

Boughton Law’s West Coast approach to Securities Law is solutions based, finding practical alternatives and opportunities to suit our clients unique circumstances in a timely cost effective ways. This means that we proactively find the most innovative, effective, and tailored solutions that ensure sustainable growth and access to public capital markets and private equity.

Our lawyers have worked with clients in a broad range of industries including natural resources, real estate, alternative energy, and technology. Their expertise is complemented by Boughton Law’s strong relationships with key industry partners and regulators. It helps us get the best results for you as fast as possible.

Boughton Law’s commitment to the success of our clients is far reaching. Our team actively lobbies for changes to securities laws and regulations that facilitate venture growth, and our team has been at the forefront of several recent initiatives to streamline reporting and capital raising regulations.

We facilitate debt and equity financings, corporate transactions, and senior exchange listings and graduations for clients listed on various stock exchanges such as the Toronto Stock Exchange (TSX), the NEO Exchange, the TSX Venture Exchange and the Canadian Securities Exchange. We also aid companies with corporate finance, mergers and acquisitions and reverse take-overs, and we can provide strategic advice on your corporate financing structure.

Whether it’s financing, graduating, or listing an initial public offering (IPO), we actively guide you through every step of the process and carefully prepare all supporting documents to build you a strong financial foundation from day one.

Clients can also take advantage of our Securities Risk Management and Compliance Practice Group which offers legal counsel for dealing with industry regulators.

Boughton Law is a part of Meritas®, a global alliance of independent, full service law firms. With access to firms operating in over 230 markets worldwide, we can draw upon the expertise of trusted foreign legal advisors and even provide referrals if needed.

  • Representative Transactions

    Canaccord Genuity Corp.
    Underwriters counsel for Canaccord Genuity Corp. in connection with the initial public offering of The Very Good Food Company Inc. for gross proceeds of $4,000,000.

    Underwriters counsel for Canaccord Genuity Corp. In connection follow on bought deal short form
    prospectus offerings of The Very Good Food Company Inc. for aggregate gross proceeds of $17,721,500.

    Underwriters counsel for Canaccord Genuity Corp. on qualifying transaction and subscription receipt
    offering of $4,200,000 for Globally Local Technologies Inc.

    Cerro Mining Corp.
    Counsel for Cerro Mining Corp. on reverse take over by Friday’s Dog Inc. and concurrent subscription receipt offering for gross proceeds of $9,276,000.

    Counsel to a financial services firm in connection with the acquisition of three properties in B.C. for an aggregate of $535 Million and related financing by way of pass-through trust receipts Counsel to Canadian public company in connection with the $18 Million sale and licensing of 3D conversion technology involving two of the largest 3D conversion technology companies in the world.

    Thesis Gold Inc. 
    Lead counsel to Thesis Gold Inc. in marketed best efforts private placement for total gross proceeds of $24.5M.

    Jackpot Digital Inc. 
    Plan of arrangement for iGaming assets of Jackpot Digital Inc. (TSXV:JJ)(OTCQB:JPOTF) to Yo Eleven Gaming Inc.

    Founder Metals Inc.
    Lead counsel to Founder Metals Incs. (formerly Avalon Works Corp.) (TSXV: AWB) in connection with its reverse takeover, $7.35 million acquisition of the Elmtree Gold Project in New Brunswick, $5,040,500 concurrent financing and listing on the TSX Venture Exchange.

    Osino Resources Corp.
    Acted as counsel to Osino Resources Corp. (TSXV: OSI) in its $14 million oversubscribed overnight marketed short form prospectus offering . The offering was conducted through a syndicate of underwriters led by Cormark Securities Inc., including M Partners Inc., Canaccord Genuity Corp., Beacon Securities Limited, and Haywood Securities Inc.

    Osino Resources Corp.
    Acted as counsel to Osino Resources Corp. (TSXV: OSI) in its $17.7 million oversubscribed bought deal short form prospectus offering. GMP Securities L.P. as lead agent and sole bookrunner together with a syndicate of agents, including Canaccord Genuity Corp., Cormark Securities Inc., Echelon Wealth Partners Inc. and M Partners Inc.

    North American Lithium Inc.
    Comprised of $26.5 million brokered by GMP Securities L.P. as lead agent and sole bookrunner together with a syndicate of agents, including Canaccord Genuity Corp. and Cormark Securities Inc. in addition to a $30 million non-brokered financing.

    Benchmark Botanics Inc. (CSE: BBT)
    $5.27 million financing and listing on the Canadian Securities Exchange.

    eXeBlock Technology Corporation (CSE: XBLK)
    Non-Offering Prospectus and $6.65 million equity financing of subscription receipts and listing on the Canadian Securities Exchange. This was the first prospectus ever filed in Canada for a blockchain company.

    Real Estate Investment Trust
    Structure and formation of mutual fund trust and private equity exempt market financing of $20,239,548 and real estate development acquisition.

    Real Estate Investment Limited Partnership
    Structure and formation of Canada/US cross-border real estate investment vehicle and private equity exempt market financing of $2,112,500. Multiple tranches in 2017.

    Ecuador Gold and Copper Corp. (TSXV: EGX)
    Plan of arrangement for an all share deal wherein Lumina Gold Corp. (TSXV: LUM) acquired all of the issued and outstanding shares of EGX in exchange for 70,094,523 shares of LUM for a value of approximately $56.78 million.

    Northern Sun Mining Corp. (TSXV: NSC)
    Going private transaction and delisting from the TSX Venture Exchange by way of court approved plan of arrangement including acquisition of 40% of issued and outstanding shares of NSC.

    Real Estate Investment Limited Partnership
    Structure and formation of Canada/US cross-border real estate investment vehicle and private equity exempt market financing of $7,900,000.

    Ecuador Gold and Copper Corp. (TSXV: EGX)
    Corporate reorganization, debt settlements and convertible debenture financing of approximately US$2,465,000.

    Para Resources Inc. (TSX-V: PBR)
    $345,000 financing, existing shareholders private placement. Acted as issuer’s counsel for a $345,000 brokered private placement that was the first to utilize the new private placement exemption for existing shareholders.

    Kraken Sonar Inc. (TSX-V: PNG)
    $2.3 million financing and qualifying transaction. Acted as issuer’s counsel in respect of a qualifying transaction and listing on the TSX Venture Exchange with a $2.1 million pre-closing financing by Kraken Sonar Systems Inc. and a separate $200,000 pre-closing financing. We were able to obtain a sponsorship waiver for the transaction, which has rarely been granted by the TSX Venture Exchange for a non-resource listing.

    North Arrow Minerals Inc. (TSX-V: NAR)
    $5.0 million bought deal financing. Acted as issuer’s counsel for a $5 million bought deal private placement.

    Jagercor Energy Corp. (CSE: JEM)
    $1.76 million financing, existing shareholders private placement. Acted as issuer’s counsel for non-brokered private placements totaling $1.76 million, utilizing in part the new existing shareholder private placement exemption.

    Ecuador Gold and Copper Corp. (TSX-V: EGX)
    $200,000 existing shareholders private placement.  Acted as issuer’s counsel for a $200,000 non-brokered private placement utilizing the new private placement exemption for existing shareholders.

    Ecuador Gold and Copper Corp. (TSX-V: EGX)
    $840,000 convertible debenture private placement. Acted as issuer’s counsel for a $840,000 non-brokered private placement of senior secured convertible debentures.

  • Securities Law e-Communications