Lawson Lundell's Commercial Litigation and Dispute Resolution Blog follows new and interesting issues emerging in the legal and business communities. Our goal is to provide a source of valuable information and insight on a wide variety of matters for our readers.
Practice Expertise
- Commercial Law
- Corporate Finance
- Finance
- Mergers & Acquisitions
Areas of Practice
- Commercial Law
- Corporate Finance
- Finance
- Mergers & Acquisitions
- Mining
- Oil & Gas
- Securities View More
WSG Practice Industries
Corporate & Business
Financial Services
Energy & Natural Resources
Environmental
Government & Public Sector View More
WSG Leadership
- Energy Group - Member
- WSG Coronavirus Task Force Group - Member
Profile
Stuart is the head of the Corporate Finance and Securities Group at Lawson Lundell. For over twenty years, his practice has focused on corporate and commercial law, with an emphasis on corporate finance and securities and mergers and acquisitions.
Stuart acts for domestic and international companies in a wide variety of transactions including equity and debt financings, business combinations, acquisitions and stock exchange listings. He also regularly advises clients on corporate and securities regulatory compliance issues and corporate governance matters.
Stuart has extensive experience acting for clients involved in the mineral exploration, development and mining industry, including advising clients on and completing commercial transactions such as joint ventures, option/earn-ins, royalties, strategic investments, and asset acquisitions, in respect of projects in dozens of jurisdictions worldwide. He also regularly provides advice on the unique continuous disclosure requirements of companies in the mining industry.
Stuart acts for domestic and international companies in a wide variety of transactions including equity and debt financings, business combinations, acquisitions and stock exchange listings. He also regularly advises clients on corporate and securities regulatory compliance issues and corporate governance matters.
Stuart has extensive experience acting for clients involved in the mineral exploration, development and mining industry, including advising clients on and completing commercial transactions such as joint ventures, option/earn-ins, royalties, strategic investments, and asset acquisitions, in respect of projects in dozens of jurisdictions worldwide. He also regularly provides advice on the unique continuous disclosure requirements of companies in the mining industry.
Bar Admissions
British Columbia (2001)
Education
University of British Columbia, B.A. (1995)
University of British Columbia, LL.B. (2000)
Areas of Practice
- Commercial Law
- Corporate Finance
- Finance
- Mergers & Acquisitions
- Mining
- Oil & Gas
- Securities
Professional Career
Significant Accomplishments
* Counsel for Endurance Gold Corporation (TSXV: EDG) in connection with its brokered private placement for aggregate gross proceeds of $8,342,082.50, pursuant to which the Company sold: (i) 4,188,500 flow-through units of the Company at a price of $0.955 per unit, and (ii) 6,680,100 non flow-through units of the Company at a price of $0.65 per unit including an additional 526,250 units issued on the exercise of the Agents' over-allotment option in connection with the offering. The offering was completed pursuant to an agency agreement among the Company and a syndicate of agents led by Canaccord Genuity Corp. and Agentis Capital Markets (First Nations Financial Markets LP) as co-lead agents, and included Red Cloud Securities Inc.
* Counsel for Lara Exploration Ltd. (TSXV: LRA) in connection with its brokered private placement and concurrent non-brokered private placement for aggregate gross proceeds to the company of $33,750,000 through the issuance of 11,250,000 common shares at a price of $3.00 per share. As part of the offering, the Company issued an aggregate of 4,500,000 common share for aggregate gross proceeds of $13,500,000 (representing approximately 7.3 of the Company's issued and outstanding shares immediately following the completion of the offering), to Atalaya Mining Copper S.A. (LSE: ATYM). The brokered offering was completed pursuant to an agency agreement among the Company and SCP Resource Finance LP, as lead agent and sole bookrunner, and Stifel Nicolaus Canada Inc.
* Counsel for Storm Exploration Inc. (TSXV:STRM) in connection with the exercise of its option to acquire a 100 interest in the Miminiska and Keezhik Projects in Ontario from Landore Resources Canada Inc. and the concurrent sale of its interest in the Miminiska Project to Canadian Goldfields Discovery Corp. (formerly European Electric Metals Inc.) for total consideration of $5,812,500
* Counsel for Goldcliff Resource Corporation (TSXV:GCN) in connection with its non-brokered private placement of: (i) up to 5,000,000 units at a price of $0.045 unit, with each unit comprising one common share and one half of one non-transferrable share purchase warrant, and (ii) up to 10,000,000 flow-through shares at a price of $0.06 per share, for aggregate gross proceeds of up to $825,000. The securities were offered in all the provinces of Canada pursuant to the Listed Issuer Financing Exemption under Part 5A of National Instrument 45-106.
* Counsel for Goldcliff Resource Corporation (TSXV:GCN) in connection with its non-brokered private placement of: (i) up to 4,000,000 units at a price of $0.06 per unit, with each unit comprising one common share and one half of one non-transferrable share purchase warrant, and (ii) up to 7,000,000 flow-through at a price of $0.07 per share for aggregate gross proceeds of up to $730,000.
* Canadian counsel for Profire Energy Inc. (PFIE.Q) in connection with its acquisition by CECO Environmental Corp. under an Agreement and Plan of Merger pursuant to which CECO commenced a cash tender offer to acquire all of the issued and outstanding shares of Profire for aggregate consideration of US$122.7 million.
* Counsel for Capitan Silver Corp (TSX.V: CAPT) in connection with its $5.3 million private placement of units and strategic investment from Jupiter Gold & Silver Fund.
* Counsel for Elevation Gold Mining Corporation (TSX.V: ELVT) and its affiliates in their cross-border restructuring under the Companies' Creditors Arrangement Act and Chapter 15 of the US Bankruptcy Code and related transactions.
* Acting for B2Gold Corp. in connection with its A$3.6 million strategic investment in ASX-listed Matador Mining Ltd.
* Acting for B2Gold Corp. in connection with its acquisition of Oklo Resources Limited, an ASX-listed corporation and holder of the Dandoko Gold Project located in Mali, by way of a court-approved scheme of arrangement under Australian law. Under the scheme, B2Gold Corp. acquired 100 of the ordinary shares of Oklo in consideration for 0.0206 of a common share of B2Gold Corp. and A$0.0525 in cash for each Oklo share. On closing, B2Gold Corp. issued an aggregate of 10,742,814 B2Gold Corp. shares and paid aggregate cash consideration of approximately A$27.4 million to Oklo shareholders.
* Acting for B2Gold Corp. in connection with the sale of its Ondundu gold project located in Namibia to Osino Resources Corp for aggregate consideration of US$15.2 million payable in cash and shares of Osino.
* Acting for B2Gold Corp. in connection with the sale of its 81 interest in the Kiaka gold project located in Burkina Faso to West African Resources for closing consideration of US$22.5 million in cash, 22,190,508 shares of WAF, and a net smelter return royalty as well as an additional payment of US$45 million on the earlier of (i) commencement of construction at the Kiaka project, (ii) completion of a positive feasibility study at the Kiaka project, and (iii) October 25, 2022.
* Acting for B2Gold Corp. in connection with the sale of its Nicaraguan mining assets, including the producing El Limon and La Libertad gold mines, to Calibre Mining Corp. for aggregate consideration of US$100 million comprised of a combination of cash, common shares and a convertible debenture.
* Advising B2Gold Corp. in the filing of a short form base shelf prospectus with the securities commissions in each of the provinces of Canada and a corresponding shelf registration statement on Form F-10 with the U.S. Securities and Exchange Commission under the U.S./Canada Multijurisdictional Disclosure System.
* Advising B2Gold Corp. in connection with an at the market offering in Canada and the United States having an aggregate gross offering price of up to US$100,000,000.
* Advising B2Gold Corp. in connection with its exploration, development and mining projects in Mali, Namibia, the Philippines, Nicaragua, Burkina Faso and Colombia.
* Advising B2Gold Corp. in connection with the development and construction of its Fekola mine in Mali.
* Advising B2Gold Corp. in connection with its joint venture agreement with AngloGold Ashanti Ltd. for the Gramalote project in Colombia.
* Advising Sabina Gold & Silver Corp. in connection with the option of its Skinner and Golden Sidewalk properties to Prosper Gold Corp.
* Advising OnCore BioPharma on Canadian matters in its announced merger with Tekmira Pharmaceuticals. Under the announced terms of the merger, valued at $US 750 million, OnCore will merge with a wholly-owned subsidiary of Tekmira and will become a wholly-owned subsidiary of Tekmira. Upon completion, OnCore shareholders will hold approximately 50 of the total number of outstanding shares of Tekmira on a fully-diluted, as converted basis.
* Advising Catalyst Paper Corporation in its acquisition of the Biron paper mill located in Wisconsin and the Rumford pulp and paper mill located in Maine, USA from NewPage Corporation, NewPage Wisconsin System Inc., and Rumford Paper Company for a purchase price of US$74 million together with the associated acquisition financing and related increase in Catalyst's ABL Credit Facility from CDN$175 million to CDN$225 million and US$25million (principal amount) offering of PIK Toggle Senior Secured Notes .
* Advising Aura Minerals Inc. in obtaining a US$15.5 million gold loan from Auramet International LLC, a subsidiary of Auramet Trading LLC.
* Acting for the special committee of Dunav Resources Ltd. in connection with its merger with Avala Resources Ltd. The merger was completed by way of a plan of arrangement under the British Columbia Business Corporations Act.
British Columbia counsel for a biopharmaceutical company in connection with its proposed merger with a Canadian-based biotechnical company in a deal valued at US$850 million.
* Advising Sabina Gold & Silver Corp. in the sale of its Newman-Madsen property to Laurentian Goldfields Ltd. for 6.5 million shares in Laurentian.
* Advising Profire Energy, Inc. in acquiring the assets of VIM Injection Management, Inc.
* Advising Aura Minerals Inc. in obtaining a US$22.5 million gold loan from Auramet International LLC, a subsidiary of Auramet Trading LLC, the proceeds of which were used to settle outstanding debt obligations.
* British Columbia counsel for a clean energy company in its US$240 million sale to a consortium of investors.
Professional Associations
Rankings & Recognition
* Canadian Legal Lexpert Directory 2026: Corporate Commercial Law (Leading Practitioner)
* Canadian Legal Lexpert Directory 2023-2026: Mining Law (Leading Practitioner)
* Canadian Legal Lexpert Directory 2025-2026: Corporate Finance & Securities (Leading Practitioner)
* Chambers Global 2023-2026: Mining - International & Cross-Border (Band 5)
* Thomson Reuters 2023-2026: Stand-Out Lawyer
* Lexology Index Canada 2025: Mining
* Chambers Canada 2024-2026: Energy & Natural Resources: Mining - Nationwide (Band 5)
* Best Lawyers in Canada 2015-2026: Mining Law
Professional Activities and Experience
* Rocky Mountain Mineral Law Foundation, Member
* Association for Mineral Exploration British Columbia, Member
* Prospectors and Developers Association of Canada, Member
* Counsel for Endurance Gold Corporation (TSXV: EDG) in connection with its brokered private placement for aggregate gross proceeds of $8,342,082.50, pursuant to which the Company sold: (i) 4,188,500 flow-through units of the Company at a price of $0.955 per unit, and (ii) 6,680,100 non flow-through units of the Company at a price of $0.65 per unit including an additional 526,250 units issued on the exercise of the Agents' over-allotment option in connection with the offering. The offering was completed pursuant to an agency agreement among the Company and a syndicate of agents led by Canaccord Genuity Corp. and Agentis Capital Markets (First Nations Financial Markets LP) as co-lead agents, and included Red Cloud Securities Inc.
* Counsel for Lara Exploration Ltd. (TSXV: LRA) in connection with its brokered private placement and concurrent non-brokered private placement for aggregate gross proceeds to the company of $33,750,000 through the issuance of 11,250,000 common shares at a price of $3.00 per share. As part of the offering, the Company issued an aggregate of 4,500,000 common share for aggregate gross proceeds of $13,500,000 (representing approximately 7.3 of the Company's issued and outstanding shares immediately following the completion of the offering), to Atalaya Mining Copper S.A. (LSE: ATYM). The brokered offering was completed pursuant to an agency agreement among the Company and SCP Resource Finance LP, as lead agent and sole bookrunner, and Stifel Nicolaus Canada Inc.
* Counsel for Storm Exploration Inc. (TSXV:STRM) in connection with the exercise of its option to acquire a 100 interest in the Miminiska and Keezhik Projects in Ontario from Landore Resources Canada Inc. and the concurrent sale of its interest in the Miminiska Project to Canadian Goldfields Discovery Corp. (formerly European Electric Metals Inc.) for total consideration of $5,812,500
* Counsel for Goldcliff Resource Corporation (TSXV:GCN) in connection with its non-brokered private placement of: (i) up to 5,000,000 units at a price of $0.045 unit, with each unit comprising one common share and one half of one non-transferrable share purchase warrant, and (ii) up to 10,000,000 flow-through shares at a price of $0.06 per share, for aggregate gross proceeds of up to $825,000. The securities were offered in all the provinces of Canada pursuant to the Listed Issuer Financing Exemption under Part 5A of National Instrument 45-106.
* Counsel for Goldcliff Resource Corporation (TSXV:GCN) in connection with its non-brokered private placement of: (i) up to 4,000,000 units at a price of $0.06 per unit, with each unit comprising one common share and one half of one non-transferrable share purchase warrant, and (ii) up to 7,000,000 flow-through at a price of $0.07 per share for aggregate gross proceeds of up to $730,000.
* Canadian counsel for Profire Energy Inc. (PFIE.Q) in connection with its acquisition by CECO Environmental Corp. under an Agreement and Plan of Merger pursuant to which CECO commenced a cash tender offer to acquire all of the issued and outstanding shares of Profire for aggregate consideration of US$122.7 million.
* Counsel for Capitan Silver Corp (TSX.V: CAPT) in connection with its $5.3 million private placement of units and strategic investment from Jupiter Gold & Silver Fund.
* Counsel for Elevation Gold Mining Corporation (TSX.V: ELVT) and its affiliates in their cross-border restructuring under the Companies' Creditors Arrangement Act and Chapter 15 of the US Bankruptcy Code and related transactions.
* Acting for B2Gold Corp. in connection with its A$3.6 million strategic investment in ASX-listed Matador Mining Ltd.
* Acting for B2Gold Corp. in connection with its acquisition of Oklo Resources Limited, an ASX-listed corporation and holder of the Dandoko Gold Project located in Mali, by way of a court-approved scheme of arrangement under Australian law. Under the scheme, B2Gold Corp. acquired 100 of the ordinary shares of Oklo in consideration for 0.0206 of a common share of B2Gold Corp. and A$0.0525 in cash for each Oklo share. On closing, B2Gold Corp. issued an aggregate of 10,742,814 B2Gold Corp. shares and paid aggregate cash consideration of approximately A$27.4 million to Oklo shareholders.
* Acting for B2Gold Corp. in connection with the sale of its Ondundu gold project located in Namibia to Osino Resources Corp for aggregate consideration of US$15.2 million payable in cash and shares of Osino.
* Acting for B2Gold Corp. in connection with the sale of its 81 interest in the Kiaka gold project located in Burkina Faso to West African Resources for closing consideration of US$22.5 million in cash, 22,190,508 shares of WAF, and a net smelter return royalty as well as an additional payment of US$45 million on the earlier of (i) commencement of construction at the Kiaka project, (ii) completion of a positive feasibility study at the Kiaka project, and (iii) October 25, 2022.
* Acting for B2Gold Corp. in connection with the sale of its Nicaraguan mining assets, including the producing El Limon and La Libertad gold mines, to Calibre Mining Corp. for aggregate consideration of US$100 million comprised of a combination of cash, common shares and a convertible debenture.
* Advising B2Gold Corp. in the filing of a short form base shelf prospectus with the securities commissions in each of the provinces of Canada and a corresponding shelf registration statement on Form F-10 with the U.S. Securities and Exchange Commission under the U.S./Canada Multijurisdictional Disclosure System.
* Advising B2Gold Corp. in connection with an at the market offering in Canada and the United States having an aggregate gross offering price of up to US$100,000,000.
* Advising B2Gold Corp. in connection with its exploration, development and mining projects in Mali, Namibia, the Philippines, Nicaragua, Burkina Faso and Colombia.
* Advising B2Gold Corp. in connection with the development and construction of its Fekola mine in Mali.
* Advising B2Gold Corp. in connection with its joint venture agreement with AngloGold Ashanti Ltd. for the Gramalote project in Colombia.
* Advising Sabina Gold & Silver Corp. in connection with the option of its Skinner and Golden Sidewalk properties to Prosper Gold Corp.
* Advising OnCore BioPharma on Canadian matters in its announced merger with Tekmira Pharmaceuticals. Under the announced terms of the merger, valued at $US 750 million, OnCore will merge with a wholly-owned subsidiary of Tekmira and will become a wholly-owned subsidiary of Tekmira. Upon completion, OnCore shareholders will hold approximately 50 of the total number of outstanding shares of Tekmira on a fully-diluted, as converted basis.
* Advising Catalyst Paper Corporation in its acquisition of the Biron paper mill located in Wisconsin and the Rumford pulp and paper mill located in Maine, USA from NewPage Corporation, NewPage Wisconsin System Inc., and Rumford Paper Company for a purchase price of US$74 million together with the associated acquisition financing and related increase in Catalyst's ABL Credit Facility from CDN$175 million to CDN$225 million and US$25million (principal amount) offering of PIK Toggle Senior Secured Notes .
* Advising Aura Minerals Inc. in obtaining a US$15.5 million gold loan from Auramet International LLC, a subsidiary of Auramet Trading LLC.
* Acting for the special committee of Dunav Resources Ltd. in connection with its merger with Avala Resources Ltd. The merger was completed by way of a plan of arrangement under the British Columbia Business Corporations Act.
British Columbia counsel for a biopharmaceutical company in connection with its proposed merger with a Canadian-based biotechnical company in a deal valued at US$850 million.
* Advising Sabina Gold & Silver Corp. in the sale of its Newman-Madsen property to Laurentian Goldfields Ltd. for 6.5 million shares in Laurentian.
* Advising Profire Energy, Inc. in acquiring the assets of VIM Injection Management, Inc.
* Advising Aura Minerals Inc. in obtaining a US$22.5 million gold loan from Auramet International LLC, a subsidiary of Auramet Trading LLC, the proceeds of which were used to settle outstanding debt obligations.
* British Columbia counsel for a clean energy company in its US$240 million sale to a consortium of investors.
Professional Associations
Rankings & Recognition
* Canadian Legal Lexpert Directory 2026: Corporate Commercial Law (Leading Practitioner)
* Canadian Legal Lexpert Directory 2023-2026: Mining Law (Leading Practitioner)
* Canadian Legal Lexpert Directory 2025-2026: Corporate Finance & Securities (Leading Practitioner)
* Chambers Global 2023-2026: Mining - International & Cross-Border (Band 5)
* Thomson Reuters 2023-2026: Stand-Out Lawyer
* Lexology Index Canada 2025: Mining
* Chambers Canada 2024-2026: Energy & Natural Resources: Mining - Nationwide (Band 5)
* Best Lawyers in Canada 2015-2026: Mining Law
Professional Activities and Experience
* Rocky Mountain Mineral Law Foundation, Member
* Association for Mineral Exploration British Columbia, Member
* Prospectors and Developers Association of Canada, Member
Articles
Blogs
Environmental, Indigenous and Natural Resources Blog
Lawson Lundell's Environmental, Indigenous and Natural Resources Blog focuses on environmental, indigenous and natural resources law, as well as related litigation. Included are summaries of significant cases from Canadian appellate courts, changes in the legal framework governing resource development including energy and climate change policy, and key decisions from the more influential regulatory bodies in Canada.
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The Business Law Blog
This blog is authored by members of the Litigation and Dispute Resolution Department. We intend to follow new and interesting issues emerging in the legal and business communities. The wide range of experience among the members of our litigation group will provide a diverse and insightful examination of current legal trends and topics. Our goal is to provide a source of valuable information and insight on a wide variety of matters for our readers.
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