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James R. Brown | Mining lawyer

James R. Brown

Partner, Corporate

Co-Chair: Mining


Contact Information

jbrown@osler.com

tel: 416.862.6647

Office

Toronto

Areas of Expertise
Bar Admission

Ontario, 2008

Education
  • Osgoode Hall Law School/Schulich School of Business, Joint LL.B./M.B.A.
  • University of Waterloo, B.A. (Hons.)
Language(s)
English

James is a Partner in Osler’s Corporate Group and Co-Chair of the Mining Group. He focuses on mergers and acquisitions, corporate finance and securities, and general corporate matters. He has experience acting for underwriters and issuers in public offerings, including shelf, short form, and "bought deal" financings, global private placements, as well as transactions involving inter-listed companies. James also routinely provides ongoing advice to public and private corporations in a wide variety of industries on regulatory compliance matters, corporate governance, and continuous disclosure obligations, and he provides on-going securities law compliance advice to TSX and TSXV listed issuers, including regarding mineral project disclosure under National Instrument 43-101. James is a member of the Canadian Securities Administrators’ Mining Technical Advisory and Monitoring Committee, which provides guidance to the provincial securities commissions on technical mining matters.

James was a summer student with the firm and completed his articles in 2007-2008, during which time he was seconded to the Ontario Securities Commission in the Corporate Finance branch. He returned to Osler as an associate in 2008. During 2011, James was on secondment to the Toronto office of Goldman Sachs as an associate in the Natural Resources group focused on Metals & Mining.

In 2018, James was named a Lexpert Rising Star: Leading Lawyer Under 40, an award, which recognizes lawyers under the age of 40 at the top of their profession.

  • CIBC World Markets

    CIBC World Markets in Osisko Gold Royalties' $110.7M secondary bought deal offering

  • Constellation Brands

    Constellation Brands in connection with Canopy Growth’s right to acquire Acreage Holdings

  • Red Label Vacations

    Red Label Vacations in its acquisition by H.I.S. Group

  • NatuEra

    Agroidea SAS and the Nannetti brothers in the joint venture of Cronos Group Inc. and an affiliate of Agroidea SAS to form NatuEra

  • Constellation Brands

    Constellation Brands in its $5.1 billion strategic investment in and partnership with Canopy Growth Corporation

  • Lithium Americas

    Lithium Americas in its strategic transaction with Ganfeng Lithium to jointly advance Caucharí-Olaroz

  • Roots Corporation

    Underwriters in connection with the IPO of Roots Corporation on the TSX

  • Corus Entertainment Inc.

    Corus Entertainment Inc. in the proposed sale of specialty channels to Bell Media Inc. for approximately $200 million

  • Hydro One Limited

    Hydro One Limited in its offering of $1.4 billion 4.00% convertible unsecured subordinated debentures represented by installment receipts.

  • Underwriters in connection with Alignvest Acquisition II Corporation’s IPO

    The Underwriters in connection with the $403 million IPO by Alignvest Acquisition II Corporation on the TSX

  • Chemtrade Logistics Income Fund

    Chemtrade Logistics Income Fund in its take-over bid for Canexus Corporation

  • Constellation Brands, Inc.

    Constellation Brands, Inc. in the sale of its Canadian wine business to Ontario Teachers’ Pension Plan for approximately $1.03 billion

  • Mergers & Acquisitions

    • Chemtrade Logistics Income Fund in its acquisition of Marsulex Inc., its unsolicited take-over bid for Canexus Corporation and subsequent acquisition of Canexus Corporation by way of plan of arrangement.
    • COM DEV in connection with its acquisition by a subsidiary of Honeywell International Inc. by way of a plan of arrangement and its spinoff of exactEarth Ltd.
    • Constellation Brands, Inc. in the sale of its Canadian wine business to Ontario Teachers’ Pension Plan for approximately $1.03 billion
    • Corus Entertainment Inc. in connection with its proposed $2.65 billion purchase of Shaw Media Inc. from Shaw Communications Inc.
    • Counsel to Manulife Financial Corporation in its $4-billion acquisition of the Canadian-based operations of Standard Life plc. The deal combines Manulife, one of the largest insurance companies in the world, and Standard Life Canada, the country’s fifth-largest insurer.
    • Kinross Gold Corporation in its acquisition of Underworld Resources Inc. by way of take-over bid, its initial private placement in Red Back Mining Inc., its subsequent acquisition of Red Back by way of plan of arrangement, the sale of its interest in Harry Winston Diamond Corporation and the Diavik Diamond Mine joint venture and the sale of Aurelian Resources to Lundin Gold.
    • The Special Committee of Northbridge Financial Corporation in its sale to Fairfax Financial Holdings Limited.
    • Equinox Minerals Limited in its proposed acquisition of Lundin Mining Corporation
    • Continental Nickel Limited in its acquisition by IMX Resources Limited pursuant to a plan of arrangement.

    Corporate Finance

    • The Pacific Road Resources Funds, private equity funds focused in the mining industry, in their investments in Timmins Gold Corp., Xtierra Inc., First Bauxite Corporation, Far West Mining Inc., CuOro Resources, BRC Minerals Limited, Bayswater Uranium Corporation’s Reno Creek project, Mega Precious Metals (including its sale to Yamana Gold) and Luna Gold Corporation (including its subsequent business combination with JDL Gold to form Trek Mining).
    • The underwriters (led by RBC Dominion Securities Inc. and UBS Securities Canada Inc.) in the initial public offering of common shares, flow-through shares and warrants of Royal Nickel Corporation.
    • The underwriters (led by Scotia Capital Inc. and Citigroup Global Markets Canada Inc.) in the $250 million initial public offering of Class A Restricted Units of Alignvest Acquisition II Corporation.
    • The underwriters (led by RBC Dominion Securities Inc., Morgan Stanley & Co. Incorporated, J.P. Morgan Securities Inc. and Scotia Capital Inc.) in the $4 billion bought deal offering of common shares of Barrick Gold Corporation, the largest bought deal equity offering in Canadian history.
  • Find More

Lexpert

  • The Canadian Legal Lexpert Directory, 2019: Corporate Finance & Securities
  • The Canadian Legal Lexpert Directory, 2017 and 2019: Mergers & Aquisitions
  • Lexpert Rising Stars, 2018: Leading Lawyers Under 40
  • The Lexpert Guide to the Leading US/Canada Cross-Border Corporate Lawyers in Canada, 2017: Corporate Lawyers to Watch, Mergers & Acquisitions

IFLR

  • IFLR 1000: The Guide to the World’s Leading Financial Law Firms, 2018-2019: Rising Star; M&A, Capital Markets Debt & Equity

Legal 500

  • The Legal 500, 2019: Next Generation Lawyers, Capital Markets
  • The Legal 500, 2019: Recommended Lawyer, Energy and Natural Resources: Mining

Acritas Stars

  • Acritas Stars, 2017-2019: Star Lawyer

  • Law Society of Ontario
  • Canadian Bar Association
  • Ontario Bar Association
  • Prospectors and Developers Association of Canada