Thought Leadership and Advisories
- SEC Proposes Major Changes to SPAC Rules
In Carter Ledyard’s significant white paper on SPAC Rules, author Guy Lander highlights the major changes that companies pursuing SPAC structures need to consider to avoid the pitfalls but also to take advantage of the opportunities presented by this unique and profitable structure.
- New SEC-Proposed Rules Emphasizing Cybersecurity Disclosures and Governance
The SEC announced its proposals to mandate cybersecurity disclosures by public issuers, which Guy Ben-Ami explores in this advisory. These proposals were the third set of rulemaking proposals by the SEC in 2022 during a time of acute cyber risk to U.S. and Western corporations.
- The Green Bay Packers and the Importance of Reading the Offering Documents
On the heels of the Super Bowl, Guy Ben-Ami details the “offering” that will remain active for the Packers until February 25, 2022, and provides some examples of the securities law lessons that it presents.
- Carter Ledyard Client Greenfire Resources Inc. Completes Fourth and Fifth Supplemental Indentures
Represented longtime client Greenfire Resources Inc., in the execution of the company’s Fourth and Fifth Supplemental Indentures for its Senior Secured Notes due 2025, providing for additional capital expenditures totaling USD $60 million to increase oil and gas production and also to defer the company’s required expenditures for hedging.
- Tamarack Valley Energy Ltd., an oil and gas exploration and production company, with its underwritten offering of approximately 33 million common shares at a price of $3.75 per common share for gross proceeds of approximately $125.0 million.
- Alaris Equity Partners Income Trust, with its prospectus offering of $65 million aggregate principal amount of listed senior unsecured debentures due March 31, 2027 at a price of $1,000 per debenture. CIBC Capital Markets, National Bank Financial and RBC Capital and lead the syndicate of underwriters in connection with the offering.
- Chronos Resources Ltd. in connection with its non-brokered private placement of subscription receipts for aggregate gross proceeds of $53.0 million as part of a series of financing for a business combination among Samoth Oilfield Inc. and 2470638 Alberta Ltd. to form Lycos an oil-focused, exploration, development and production company.
- Southern Energy Inc., a U.S.-focused, growth-oriented natural gas producer, in connection with an underwritten offering of its common shares as part of an equity financing in which Southern Energy raised an aggregate of US$31.0 million.
- Acumen Capital Finance Partners Limited, acting in its capacity as the lead underwriter as part of a syndicate of underwriters, in connection with a bought deal offering for 28,575,000 units of Cathedral Energy Serviced Ltd. at a price of $0.70 per unit for $20,002,500.
- Evolution Potash Inc., a Canadian potash development company that uses proprietary extraction and milling technologies to produce high quality and sustainable pelletized fertilizer. in connection with its brokered offering of common share units for aggregate proceeds of up to $20,000,000.
- Phyto Organix Foods Inc., a privately-held, independent Calgary-based innovator, processor, developer and distributor of sustainably processed plant-based proteins, starch, fibre and pea hull fibre for the food and beverage industry, with its non-brokered offering of common shares at a price of $1.50 per share for up to $15,000,000.
- PI Financial Corp. in its capacity as co-lead underwriter and sole bookrunner in connection with an IPO for Source Rock Royalties Ltd. of 13,667,100 units at a price of $0.90 per Unit for aggregate gross proceeds of $12,300,390 and full exercise of an over-allotment option of 1,667,000 units for aggregate gross proceeds of $1,500,300.
- Beacon Securities Limited, acting as co-lead underwriters in connection with a private placement of 8,704,400 common shares of Touchstone Exploration Inc. at C$0.90 per common share for C$7.8 million.