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Jonathan Brown

Senior Associate
About

Jonathan Brown is an experienced corporate commercial and securities lawyer. Based in Calgary, Jonathan's practice is focused on corporate finance and mergers and acquisitions.

Jonathan has experience representing public and private companies across a range of industries, such as technology, energy, mining, industrial and cannabis. His expertise includes:

  • Mergers, acquisitions and takeovers, including TSX Venture Exchange reverse takeovers and qualifying transactions.
  • Private placement financings of equity and debt.
  • Public offerings, including initial public offerings (IPOs).
  • Stock exchange listings.
  • Corporate reorganizations, restructurings and other corporate combinations.
  • Assisting companies with their day-to-day compliance with securities and corporate legislation and stock exchange polices.

In addition, Jonathan regularly acts for start-up companies throughout their lifecycle providing strategic advice on formation, capitalization, financings, M&A, corporate governance, commercial contracts and other day-to-day matters. Jonathan is the Corporate Secretary for Cherry Health Inc.

Bar admissionsAlberta, 2007

EXPERIENCE

Capital Markets transactions:

  • Acted for Highwood Asset Management Ltd.‎ in connection with its key acquisitions for $139 million‎ and ‎related market equity financing and credit facility.
  • Acted for a TSXV listed mining company in connection with its $11.5 million bought-deal private placement.
  • Acted for Draganfly Inc. in connection with its Nasdaq listing and US$20,000,000 public offering.
  • Acted for a syndicate of underwriters in connection with Saturn Oil & Gas Inc.’s $75 million bought deal subscription receipt offering.
  • Acted for Canacol Energy Ltd. in connection with its $125 million bought deal equity financing.
  • Acted for Canacol Energy Ltd. in connection with its US$500 million offering of 5.75% ‎senior ‎unsecured notes.
  • Acted for StorageVault Canada Inc. in its $75 million bought deal short form prospectus Senior Unsecured Hybrid Debenture financing.
  • Acted for StorageVault Canada Inc. in its $57.5 million bought deal short form prospectus common share financing.

M&A transactions:

  • Acted for Sio Silica Corporation in connection with its proposed US$758 million business combination with Pyrophyte Acquisition Corp.
  • Acted for High Arctic Energy Services Inc. in connection with its reorganization and spinout transaction by way of plan of arrangement.
  • Acted for a private oil and gas company in connection with its sale to a TSX listed company for $320 million by way of plan of arrangement. Acted
  • Acted for a private oil and gas company in connection with its sale to a TSX listed company pursuant to a $126 million exempt takeover bid transaction.
  • Acted for Canacol Energy Ltd. on its $140 million acquisition of Shona Energy Company, Inc. by way of a plan of arrangement.
  • Acted for Granite Oil Corp. in connection with its sale to International Petroleum Corporation.
  • Acted for Rio2 Limited in its merger with Atacama Pacific Gold Corporation.
  • Acted for Southern Legacy Minerals in its merger with Regulus Resources Inc.
  • Acted for Draganfly Inc. in connection with its 13.8 million asset acquisition from Vital Intelligence Inc.
  • Acted for a private online gaming company in connection with its listing on the TSX Venture Exchange and the related qualifying transaction and financing.
  • Acted for a TSX Venture Exchange capital pool company in connection with its qualifying transaction with a private mobile technology company.

Emerging and high growth company transactions:

  • Acted for ZS2 Technologies Ltd., a clean technology company, in connection with its various equity and debt seed financings.
  • Acted for ZS2 Technologies Ltd. in connection with its acquisition of IPB Systems.
  • Acted for a private mental health technology company in connection with a $700,000 strategic financing and corporate re-organization. 
  • Acted for Cherry Health Inc., a health technology company, in connection with its $1.5 million pre-seed convertible debenture financings.
  • Acted for a private manufacturer and processor of CBD oil and isolates in connection with its $6.5 million convertible note offering.
  • Acted for a private manufacturer and processor of CBD oil and isolates in connection with its $26.1 million sale to a CSE listed company.
  • Acted for a private electric vehicle technology company in connection with its share exchange and business combination transaction.
  • Acted as counsel for numerous other private start-up companies in connection with a wide range of corporate transactions.
Education
  • LL.B., University of Saskatchewan, 2006
  • B.A., University of British Columbia, 2002

Memberships And Affiliations

  • Member, Law Society of Alberta
  • Member, Canadian Bar Association
  • Member, Calgary Bar Association

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