Background

Graeme D. Martindale is a partner at our Vancouver office. Mr. Martindale was admitted to the British Columbia Bar in 2003. He is a graduate of the University of Western Ontario with a Bachelor of Laws in 2002. Prior to that, he received a Bachelor of Arts in English and Classics from the University of British Columbia in 1999.

Areas of Practice

· Mr. Martindale practices in the area of securities and capital markets, corporate finance, mergers and acquisitions, mining and corporate law.

Professional Experience

· Mr. Martindale completed his articles with BLG in August 2003;

· Mr. Martindale acts for public companies, REIT's, investment dealers, investment funds, boards and special committees in connection with:

- initial public offerings;

- public and private equity and debt financings;

- mergers and acquisitions involving public and private companies; and

- general corporate matters, compliance and disclosure obligations, and corporate governance.

Professional and Community Activities

· Member, Law Society of British Columbia

· Member, Securities Law subsection, Canadian Bar Association

Representative Transactions

Corporate Finance:

· acted for a real estate investment trust and corporation in connection with $58 million and $66 million public offerings of stapled units

· acted for geothermal energy company in connection with its $110 million initial public offering and a $40 million public offering of common shares

· acted for a major Canadian silver producing mining company in connection with a US$103 million cross border public offering of common shares, a US$150 million cross border public offering of common shares, a $75 million public offering of common shares and a $120 million public offering of convertible unsecured senior subordinated debentures

· acted as underwriters' counsel on the $49 million initial public offering of a Saskatchewan potash exploration company

· acted for a seniors' care real estate investment trust on a $45 million public offering of trust units, a $103 million public offering of trust units, a $75 million public offering of trust units and a $40 million public offering of trust units

· acted as underwriters' counsel in a public refrigerated warehouse company's $140 million offering of subscription receipts and convertible notes to finance its acquisition of the cold logistics business of a major international provider of transportation and logistics services

· acted as placement agents' counsel in a forest products company's private placement of US$75 million of senior floating rate notes

· acted as underwriters' counsel in secondary sale of $192 million in shares of a forest products company

Mergers & Acquisitions:

· acted for a major Canadian silver producing mining company on its $1.5 billion acquisition of a precious metal mining and exploration company

· acted for a geothermal energy company in connection with its $575 million merger with an alternative energy power company

· acted for a real estate investment trust in connection with its conversion to a stapled unit structure

· acted for a geothermal energy company in connection with its acquisition of significant portions of an Icelandic geothermal company

· acted for a major Canadian gold producer in connection with an unsolicited take-over bid of exploration/development stage gold company

· acted for the special committee of an exploration/development stage gold and copper company which was the target of a US$1.4 billion hostile take-over bid by a major gold producer

· acted for a seniors' care real estate investment trust on a $200 million acquisition of seniors' living facilities

· acted for the special committee of a copper exploration company which was the target of a friendly US$137 million take-over bid

· acted for the special committee of Canadian exploration-stage diamond mining company in response to a hostile take-over bid

Selected Publications and Presentations

· Presenter and panellist, Securities Law and Advanced Issues (Vancouver), Continuing Legal Education, 2012

· Regional editor, Securities Law and Practice (3rd Edition), Thomson Carswell, 2008-present

· with Stephen Antle and Stephen Robertson 'Shareholder Rights, Remedies and Proceedings' chapter in B.C. Company Law Practice Manual Continuing Legal Education Society of B.C., 2008-present

· with Fred R. Pletcher, 'Duty to Disclose in Canadian M&A Transactions', Vancouver : Federated Press, 2008