Vaughn MacLellan

• Acted for Northern Graphite Corporation, a Canadian graphite producer, developer and explorer initially ‎owning the Bissett Creek, Ontario graphite project, on its initial public offering and listing on the TSX ‎Venture Exchange, its US$37.6 million acquisition of the Lac-des-Iles, Quebec and Okanjande, Namibia ‎graphite mines from Imerys SA and concurrent $23 million equity private placement and US$36 million ‎secured debt, royalty and streaming financings, and various public offering and private placement ‎equity financings.   ‎
• Acted for HEXO Corp., once one of the largest licensed cannabis companies in Canada, in its going ‎public transaction and concurrent private placement financing and listing on the TSX Venture Exchange, ‎subsequent listings on the Toronto Stock Exchange, New York Stock Exchange and the Nasdaq Capital ‎Market, and various public offering and private placement equity and convertible debt financings, ‎including cross-border MJDS public offerings, for proceeds in excess of $500 million.   ‎\
• Acted for CHC Realty Investments Inc., a Canadian company focused on acquiring and managing ‎properties in the then nascent Canadian student housing industry, in the founding of its student housing ‎business through the formation of CHC Student Housing Limited Partnership and related private ‎placement equity financing and acquisition of certain student housing properties in co-ownership with a ‎Canadian pension fund.‎
• Acted for CHC Realty Investments Inc. in the planned growth of its student housing business through ‎the formation and going public transaction of CHC Student Housing Corp. and listing on the TSX ‎Venture Exchange, private placement equity financings and acquisitions of certain student housing ‎properties, proposed public offering equity financing and additional acquisitions, subsequent proposed ‎business combination with Dundee Acquisition Ltd. and additional acquisitions, and eventual disposition ‎of assets and change of business.  ‎
• Acted for Mayur Resources Limited, an Australian-based mineral exploration, development and energy ‎company listed on the Australian Securities Exchange, on the spin-out of its copper-gold exploration ‎projects in Papua New Guinea into a TSX Venture Exchange-listed issuer, Adyton Resources ‎Corporation, and related private placement equity financing for approximately $10.75 million.‎
• Acted for Adyton Resources Corporation, an Australian-based mineral exploration and development ‎company listed on the TSX Venture Exchange with copper-gold exploration projects in Papua New ‎Guinea, on various private placement equity financings. ‎
• Acted for Blue Moon Metals Inc. on the acquisition of its Norwegian copper-silver-gold exploration and ‎development projects and concurrent $30 million private placement equity financing.  ‎
• Acted for PC Gold Inc., a Canadian gold exploration company, on its $13 million acquisition of the past-‎producing Pickle Crow gold project in Ontario and certain related plant and equipment, its $11.5 million ‎initial public offering and listing on the Toronto Stock Exchange, various public offering and private ‎placement equity financings, and eventual sale by way of plan of arrangement to First Mining Finance ‎Corp.‎
• Acted for Mawson West Limited, an Australian-based copper producer, developer and explorer with ‎projects in the Democratic Republic of Congo, on its $120 million Canadian initial public offering and ‎related private placement equity financings and listing on the Toronto Stock Exchange, $13.8 million ‎public offering equity financing, and various equity private placement and loan financing transactions ‎for in excess of $40 million with, and eventual acquisition by, Galena Private Equity Resources Fund LP.‎
• Acted for Kings Minerals NL, an Australian-based mining company listed on the Australian Securities ‎Exchange, on the spin-out of its gold-silver-copper development and exploration assets in Mexico into ‎a Toronto Stock Exchange-listed issuer, San Anton Resource Corporation, and concurrent $17.25 million ‎private placement by San Anton Resource Corporation, the subsequent reorganization of Kings Minerals ‎NL and San Anton Resource Corporation to form TSX Venture Exchange-listed Cerro Resources NL, and ‎the eventual sale of Cerro Resources NL by way of scheme of arrangement to Primero Mining Corp.‎
• Acted for Allied Gold Limited, an Australian-based gold producer owning the Simberi Gold Project in ‎Papua New Guinea, on its take-over of Toronto Stock Exchange-listed Australian Solomons Gold ‎Limited and $152 million initial public offering on the Toronto Stock Exchange. ‎
• Acted for Bolivar Gold Corp., a Toronto Stock Exchange-listed gold producer, developer and explorer ‎with projects in Venezuela, on various private placement financings and its $450 million sale by way of ‎plan of arrangement to Gold Fields Limited.‎
• Acted for a Chinese consortium in its acquisition of the Valiant Group of Companies, a global supplier ‎of automated production systems and specialized tooling serving the automotive, aerospace and heavy ‎industry sectors. ‎
• Acted for L’Oréal SA, the world’s largest cosmetics company, in its acquisition of Modiface Inc., a ‎technology company that creates augmented reality technology for the beauty industry.‎
• Acted for Croda International Plc, a British specialty chemicals company, in its acquisition of Nautilus ‎Biosciences Canada Inc., a technology-rich marine biotechnology company.   ‎
• Acted for Bonnier Group, a Swedish media group, in its sale of Sago Sago Toys Inc., Toca ‎Boca AB ‎and Toca Boca Inc. to Spin Master Corp. ‎
• Acted for Royal Reesink B.V., a leading global distributor of high-quality equipment for agriculture and ‎other industries based in the Netherlands, in its acquisitions of, or investments in, various agricultural ‎equipment dealerships in Canada.‎
• Acted for the shareholders of Ashlar Urban Realty Inc., a leading commercial real estate company ‎focused on downtown Toronto, in the sale of the company to Cushman & Wakefield.‎
• Acted for management of a Canadian technology company in connection with their management buyout ‎of the company.‎
• Acted for a venture capital firm in its investment in a Canadian real estate technology company.‎
• Acted for a number of investment dealers in respect of various public offering and private placement ‎equity financings by various mining and technology issuers.‎
  
   

The Legal 500 Canada

• Cannabis, (2021)
• Corporate/ M&A, (2017)

Additional Recognitions

• Recognized, Toronto Securities Law, Best Lawyers in Canada, (2021 – 2026)
• Listed, Corporate Mid-Market, Canadian Legal Lexpert® Directory, (2021 – 2025)
• Listed, Mining, Canadian Legal Lexpert® Directory, (2022 – 2025)
• Listed, Corporate Finance, Canadian Legal Lexpert® Directory, (2023, 2025)
• Listed, Lexpert Special Edition: Mining, (2023, 2025)
• Listed, Lexpert Special Edition: Energy and Mining, (2024)

• Co-Chair, Campaign Cabinet, Where Leaders Are Made fundraising campaign, University of New ‎Brunswick Faculty of Law
• Past Chair, The MacDonald-Laurier Institute (public policy think tank)‎
• Past Chair, Association for Corporate Growth, Toronto Chapter
• Former Member, Continuous Disclosure Advisory Committee, Ontario Securities Commission
• Former Member, Exempt Market Advisory Committee, Ontario Securities Commission
• Member, TSX Venture Exchange Local Advisory Committee (Ontario)
• Former Member, TSX Venture  Exchange National Advisory Committee
• Former Member, Campaign Cabinet, The Campaign for the University of New Brunswick