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OSC and BCSC Permit Dolly Varden Private Placement Impeding Hecla Mining Take-Over Bid

July-26-2016

Lawyer Jonathan Feldman, Eric Goldberg, Matthew Prager, Chris Sunstrum
Area Corporate Finance and Securities, Mergers and Acquisitions

Summary

On July 25, 2016, the Ontario Securities Commission (OSC) and British Columbia Securities Commission (BCSC) publicly released a joint order permitting Dolly Varden Silver Corp. (TSX.V: DV) (“Dolly Varden”) to complete a private placement that had the effect of impeding an unsolicited take-over bid by Idaho-based Hecla Mining Co. (“Hecla”).  The proceedings were closely watched by legal advisors and other market participants as the Hecla bid was the first unsolicited bid launched in Canada since the recent amendments to Canada’s take-over bid regime took effect.  It also provided securities regulators with an opportunity to consider how their “public interest” jurisdiction (and in particular National Policy 62-202 - Take-Over Bids - Defensive Tactics (“NP 62-202”)) applies to a private placement that could impact a take-over bid under the new bid regime.

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