IPOs and Public Offerings

IPOs and Public Offerings

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Your company’s initial public offering (IPO) is a transformational event in its growth, whether it has a history of operations or is a startup venture. Partner with Dentons to optimize this financing opportunity. We understand the IPO process and use our experience and relationships to assist our clients across a full range of industry sectors in choosing the most appropriate course of action to achieve their financing objectives.

We work very closely with your team to help maximize the early life of the business as a public company and position it for long-term growth, including successful follow-on public financings. We apply our comprehensive knowledge of the latest legal, regulatory and commercial trends in the ever-shifting economic and political environment that affects your business.

Our lawyers are practiced and proficient in the art of managing your public offering through narrow financing windows while providing innovative solutions to obstacles that could otherwise derail the financing. The protection and enhancement of your legal interests is always our overriding concern. Whether your listing is on one exchange or several, Dentons brings to your team our long-standing working history with securities and stock exchange regulators, and our close relationships with investment firms and business leaders locally and globally, to make the most of your IPO.

Experience

ADMA Biologics, Inc.: Representing this biotechnology company which focuses on the development and commercialization of human plasma and plasma-derived therapeutics, in connection with its reverse merger with R&R Acquisition VI, Inc., and corresponding US$17.5 million private placement offering to institutional investors.
Arawak Energy: Advising on its listing on the London Stock Exchange.
Argonaut Gold Inc.: Advising the Canadian gold producer with respect to its operations in Durango, Baja Sur and Sonora, Mexico, on mining, corporate, finance and securities matters, including in connection with its proposed CA$341 million business combination with Prodigy Gold Incorporated; on its CA$367 million business combination with Pediment Gold Corp.; in connection with its CA$150 million three-part transaction involving a financing through GMP Securities LP to raise CA$150 million, a business combination with Intuitivo Capital Corp. to become a public company, and the simultaneous completion of a CA$103 million take-over of Castle Gold Corporation; and advising Argonaut Gold geological and engineering consultants and staff on the requirements for technical reporting under National Instrument 43-101. Our team is privileged to play a key advisory role in the execution of Argonaut Gold's growth strategy.
Boralex Inc.: Advising on the acquisition of Boralex Power Income Fund (the Fund). Boralex is a major independent power producer whose core business is the development and operation of power stations that generate renewable energy. Unitholders of the Fund tendered more than 73 percent of the outstanding trust units of the Fund into the tender offer of a wholly-owned subsidiary of Boralex in consideration for, at the election of each unitholder, (a) US$5.00 in cash or (b) 0.05 of a US$100 principal amount of 6.75% convertible unsecured subordinated debentures of Boralex (the Debentures), for each trust unit of the Fund. Subsequently, the Fund and an indirect wholly owned subsidiary of Boralex effected a business combination under Québec law and the Fund became an indirect wholly owned subsidiary of Boralex. The transaction valued the Fund at approximately US$226.5 million. Boralex issued US$135 million aggregate principal amount of Debentures as part of the consideration for the trust units of the Fund and the cash portion of the consideration was funded from the issuance of US$95 million aggregate principal amount of Debentures on a bought-deal basis. The transaction was unanimously approved by the board of directors of Boralex and board of trustees of the Fund, with the non-independent trustees of the Fund abstaining from voting thereon. BMO Capital Markets was retained by the Fund in order to deliver a formal valuation of the Fund’s units and the Debentures.
Boralex Inc.: Advising on its bought deal offering of $95 million aggregate principal amount of 6.75% convertible unsecured subordinated debentures of Boralex (the Debentures). The over-allotment option was exercised in full and for an additional offering of $14.25 million aggregate principal amount of Debentures. In total, $109.25 million aggregate principal amount of Debentures were issued pursuant to the offering. The net proceeds of the offering were used to fund the payment of the cash component consideration of Boralex’s offer to purchase all of the outstanding trust units of Boralex Power Income Fund and for general corporate purposes. Boralex is a major independent power producer whose core business is the development and operation of power stations that generate renewable energy. The Debentures were offered to the public through a syndicate of underwriters led by TD Securities Inc., which included CIBC World Markets Inc., National Bank Financial Inc., RBC Dominion Securities Inc., Scotia Capital Inc., Canaccord Genuity Corp., Desjardins Securities Inc., GMP Securities L.P., Macquarie Capital Markets Canada Ltd. and Cormark Securities Inc.
Cadogan Petroleum plc: Advising a UK-registered oil and gas company with onshore assets in Ukraine on its £150 million IPO and listing on the main market of the London Stock Exchange.
Capital Power: Advising on the completed sale of 9.2 million common shares of Capital Power to EPCOR at an offering price of C$24.40 per common share for aggregate gross proceeds to EPCOR of C$224,480,000. The aggregate offering was comprised of an offering of 8.2 million common shares at C$24.40 per share together with the underwriters’ exercise of an over-allotment option for the sale of an additional one million common shares at C$24.40 per share. The underwriting syndicate for the offering was co-led by CIBC World Markets Inc. and RBC Capital Markets. EPCOR’s wholly owned subsidiaries build, own and operate electrical transmission and distribution networks, water and wastewater treatment facilities, and infrastructure in Canada and the US. EPCOR is headquartered in Edmonton, AB. Capital Power is a growth-oriented North American power producer, also headquartered in Edmonton, AB. The company develops, acquires, operates and optimizes power generation from a variety of energy sources. Capital Power owns more than 3,300 megawatts of power-generation capacity at 16 facilities across North America. An additional 487 megawatts of owned wind generation capacity is under construction or in advanced development in British Columbia, Alberta and Ontario.
WindTree Therapeutics: Representing this biotechnology company, which develops therapies for respiratory diseases, in connection with the completion of underwritten public offerings of common stock and warrants totaling US$46 million, a US$15 million at-the-market equity sales program and a US$35 million committed equity financing facility, as well as with a US$200 million shelf registration.
Eastcoal Inc.: Advising the Canadian mining company developing its Verticalnaya anthracite mine in the Ukraine, on mining, corporate, securities and financing matters, including in connection with its restructuring under the Bankruptcy and Insolvency Act, Wash Plant Commissioning and Alternative Investment Market listing, bridge-loan facility and earlier private placement financing; the acquisition and financing of both mines; and advising Eastcoal geological and engineering consultants and staff on the requirements for technical reporting under National Instrument 43-101.
Haywood Securities Inc.: Advising in connection with equity and bond offerings by Northland Resources S.A. in Canada, Europe and the United States for aggregate gross proceeds of approximately $325 million.
Investec: Advising it in its role as broker to Synergy Health, a FTSE 250 Company, on its £22 million placing.
JPMorgan Chase Bank N.A.: Advising this bank as ADR depository bank in connection with the US$323 million IPO of Mobile TeleSystems OJSC on NYSE.
McEwen Mining Inc.: Advising on the cross-border offering of approximately $112 million of its common stock. The common stock was issued by way of a prospectus supplement that was filed under US Gold's shelf registration statement, which was previously filed with securities regulatory authorities in the US and in Canada under the northbound multijurisdictional disclosure system.
One Liberty Property (NYSE: OLP): Representing this real estate investment trust in an underwritten public offering of US$40.8 million in common stock and two shelf registrations totaling US$300 million.
PharmAthene (AMEX: PIP): Representing this biodefense company, which develops medical products, in connection with its underwritten public offering of US$17.3 million in common stock and four registered direct offerings totaling US$17.5 million in common stock and warrants, as well as with a US$100 million shelf registration, a US$50 million shelf registration and two resale shelf registrations totaling US$23.8 million.
Premier Gold Mines Limited: Advising the North American-focused exploration and development company, with respect to multiple bought deal equity share offerings in the aggregate of CA$150.5 million and in connection with its CA$104 million acquisition of Goldstone Resources Inc. The acquisition consolidates 100 percent ownership of the Hardrock Project in Canada that is host to a multimillion-ounce National Instrument 43-101 compliant resource estimate.
Shaw Communications Inc.: Advising on an offering of 6.75% senior unsecured notes due 2039 for gross proceeds of C$400 million and on an offering of Cumulative Redeemable Rate Reset Class 2 Preferred Shares, Series A for gross proceeds of C$300 million.
Liquor Stores N.A. Ltd.: Advising the underwriters on an offering by Liquor Stores N.A. Ltd. of 5.85% convertible unsecured subordinated debentures for aggregate gross proceeds of CA$67.5 million.
Tembec Industries Inc.: Advising on a variety of transactions, notably the $98.5 million sale of its OSB business to Jolina Capital Inc., the acquisition of St-Anne-Nackawic Pulp Mill by AV Nackawic Inc. (controlled by Tembec Inc. and by Aditya Birla Group of Mumbai) and the joint reorganization with Domtar of key sawmills in Northeastern Ontario. This last transaction required innovative real estate structures in order to address environmental liability matters.
Victoria Gold Corp.: Advising the leading gold exploration and development company advancing the Eagle Gold Project in the Yukon to production, on Canadian legal and mining matters, including the sale of the Cove McCoy Property, located in Nevada, to Premier Gold for C$24 million; the sale to Barrick Gold Corporation in respect of the Mill Canyon Property, located in Nevada, for aggregate gross proceeds of approximately C$48 million; and in relation to a bought deal public offering of common shares and flow-through common shares for C$30 million. Advising geological and engineering consultants and staff for Victoria Gold on the technical reporting requirements under National Instrument 43-101.

Insights

Climate Reporting Has Arrived in the US

March 13, 2024

On March 6, 2024, the US Securities and Exchange Commission adopted by a 3-2 vote new rules requiring domestic and foreign public companies to disclose certain climate-related information in their registration statements and annual reports. The adoption of the final rules comes nearly two years after the Commission first proposed them.

SEC Adopts New SPAC and de-SPAC Rules

January 30, 2024

United States: On January 24, 2024, the Securities and Exchange Commission adopted new rules to enhance disclosure and provide additional investor protections in IPOs by special purpose acquisition companies and in subsequent business combination transactions between SPACs and target operating companies.

UK Prospectus Regime Review Outcome: replacement of the UK Prospectus Regulation

March 7, 2022

United Kingdom: The objective to increase the competitiveness of the UK public markets has been led by regulatory and statutory change.

News and Events

Recent Press Releases

Dentons expands footprint into Kitchener-Waterloo’s tech startup ecosystem through strategic alliance with Pulse Law

March 26, 2025

Dentons, Canada’s Global Law Firm, is pleased to announce a new strategic alliance with Pulse Law, a new and innovative firm based in Kitchener-Waterloo, a powerhouse of Canada’s tech startup ecosystem.

Dentons expands corporate/M&A client offering with the addition of experienced in-house executive Kenneth Szeto as a partner in Toronto

August 13, 2024

Dentons, Canada’s Global Law Firm, announces the addition of Kenneth (Ken) Szeto as a partner in the Corporate group in Toronto.

Dentons advises anchor investor on largest Oman IPO

December 20, 2023

A cross-border team of lawyers from Dentons have advised Fluxys SA., a Belgian natural gas pipeline operator, on its role as an anchor investor in the privatisation and initial public offering ("IPO") and listing on the Muscat Stock Exchange of OQ Gas Networks SAOG ("OQGN"), the state-controlled gas transmission system operator in Oman.

View all press releases for IPOs and Public Offerings

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IPOs and Public Offerings

IPOs and Public Offerings

Experience