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23 May 20222 minute read

DLA Piper Canada advised Northern Graphite Corporation on the acquisition of graphite ‎mines from Imerys SA and related equity, debt, royalty and stream financings

On May 2, 2022, Northern Graphite Corporation (“Northern”) (TSXV: NGC) announced that it had closed its acquisition of the producing Lac des Iles graphite mine ‎in Quebec from a subsidiary of Imerys SA (Imerys and its subsidiaries, “Imerys”) and the Okanjande graphite ‎deposit/Okorusu processing plant in Namibia (mine on care and maintenance) from Imerys and its joint venture partner. As a result of the acquisition, Northern will become the only significant North American and third largest non-Chinese graphite producer.

As consideration for the acquisition of LDI, which was completed as an asset purchase, Northern paid Imerys ‎approximately CDN$17.8 million in cash and issued to Imerys US$4 million worth of units, each consisting ‎of one common share and one-half of one share purchase warrant. As consideration for the acquisition of the Okanjande graphite deposit/Okorusu processing plant, which was ‎completed as a purchase of shares and shareholder debt, Northern paid Imerys and its joint venture partner a ‎total of approximately US$15.8 million in cash.

The acquisition was financed through US$36 million in debt, royalty and stream financing provided ‎by funds managed by Sprott Resource Streaming and Royalty Corp. and a CDN$23 million ‎equity offering led by Sprott Capital Partners LP.   

Read more about this transaction here.

DLA Piper Canada acted as legal advisors for Northern on the acquisition and financings, with a transaction team led by Vaughn MacLellan and which included Ilia Danef, Alan Monk, Kevin Fritz, Jamie Mandell, Alexandre Lamoureux, Natalie Prange, Tania Da Silva, Matt Demeo and Rownock Zamani (articled student).

For this transaction, DLA Piper Canada worked closely with Namibian law firm Ellis Shilengudwa Inc., a member of DLA Piper Africa, a Swiss Verein whose members are comprised of independent law firms in Africa working with DLA Piper.