Shona Smith

Shona Smith: Attorney with Troutman Sanders LLP
  • Associate at Troutman Sanders LLP (582 Attorneys)
  • Bank of America Plaza, 600 Peachtree Street, N.E., Suite 3000, Atlanta, GA 30308
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Biography

Shona's corporate practice focuses on U.S.-Canada cross-border securities matters. She represents issuers and investment banks in a variety of public and private equity and debt financings, including financings under the U.S.-Canada Multijurisdictional Disclosure System (MJDS), other cross-border public offerings, and U.S.-Canadian private placements (including Rule 144A, Regulation D and Regulation S offerings). She also advises Canadian issuers with respect to the U.S. securities law aspects of mergers and acquisitions (including plans of arrangement, takeover bids, and capital pool company acquisitions), corporate restructurings and spin-offs. In addition, she advises Canadian issuers in connection with initial listings on the New York Stock Exchange (NYSE), the Nasdaq Stock Market (NASDAQ) and the NYSE Amex (AMEX), and on the continuous reporting and corporate governance requirements under the U.S. federal securities laws, including the Sarbanes-Oxley Act of 2002 and the rules of the NYSE, NASDAQ and AMEX.

As an attorney with extensive experience in cross-border transactions, a background in Canadian securities law prior to commencing her U.S. legal career and an in-depth understanding of the science behind the businesses she assists, Shona is uniquely positioned to assist Canadian clients with U.S. securities law compliance.

Representative Experience

Shona has provided U.S. corporate and securities law advice for the following recent representative transactions/matters:

Technology

US$55.5 million Canadian public offering and U.S. initial public offering and Nasdaq listing of common shares of an Alberta company providing low-emission engine and fuel system technologies (MJDS).

US$54 million Canadian public offering and U.S. initial public offering and Nasdaq listing of common shares of a Canadian medical device company (MJDS).

(1) US$17.5 million registered direct offering of units (MJDS), (2) 7.75 million ATM common share offering (MJDS), and (3) US$37.7 million common share offering for a Nova Scotia cancer drug research and development company (MJDS) (issuer representation).

Energy and Natural Resources

US$175 million Canadian and U.S. public offering of common shares of a Nova Scotia gold mining company (MJDS).

US$500 million debt and equity shelf filing in Canada and the U.S. and US$203 million shelf take-down of common shares of a Nova Scotia gold mining company (MJDS).

US$1.0 billion equity shelf filing in Canada and the U.S. and US$230 million shelf take-down of shares and (2) US$130 million shelf take-down of shares of an Alberta gold metal fund (MJDS).

US$250 million equity shelf filing in Canada and the U.S. and US$38 million shelf take-down of units of an Ontario gold metal fund (MJDS).

US$250 million shelf take down of units in Canada and the U.S. and of an Alberta oil & Gas production fund (MJDS).

Cdn$75 million 6.25% convertible debenture offering, (2) Cdn$50 million common share offering, (3) Cdn$65 million subscription receipt offering, and (4) Cdn$11.3 million common share offering by an Alberta oil & gas exploration and development company with properties in Canada (issuer representation).

(1) Cdn$45 million offering of common shares, and (2) Cdn$100 million offering of subscription receipts of an Alberta oil & gas exploration and development company with properties in Colombia (issuer representation).

Cdn$130 million offering of subscription receipts for a Canadian oil & gas exploration and production company with properties in the North Sea (issuer representation).

Cdn$70 million offering of common shares of a British Columbia wind power company with projects in British Columbia (issuer representation).

(1) Cdn$65 million common share offering, (2) Cdn$65 million special warrant offering of a Ontario uranium exploration, development and production company with properties in North America (issuer representation).

~Cdn$610 million acquisition (by plan of arrangement) of a Canadian gold exploration and development company with properties in Nunavut, Canada by an established Canadian gold producer with operations located in Canada, Finland and Mexico and exploration and development activities in Canada, Finland, Mexico and the United States, together with the spin out of exploration properties to a new company (target representation).

~Cdn$300 million tender offer for common shares of a Canadian minerals exploration company with properties in Canada and South America by a Canadian gold exploration and development company with properties in Canada.

~Cdn$60 million acquisition (by plan of arrangement) of an Ontario gold exploration company with properties in Nevada by a silver and gold exploration, development and production company with properties in Peru and Ecuador (acquirer representation).

~Cdn$52 million acquisition (by plan of arrangement) by a Canadian precious and base metal exploration company with properties in Mexico and Canada of a private Canadian precious and base metal exploration company with properties in Mexico and Nevada (acquirer representation).

~Cdn$47.5 million acquisition (by plan of arrangement) by a British Columbia iron mining company of a private British Columbia coal mining company (acquirer representation).

U.S.$380 million equity shelf filing and US$19 million shelf take down of common shares by a Canadian gold exploration and production company with properties in the Democratic Republic of the Congo (MJDS).

(1) Spin-out of Argentinian silver properties (by plan of arrangement) to a newly-created Canadian company; (2) registration and stock exchange listing of the common shares of the spin-out company; (3) Cdn$30 million common share offering by spin-out company (issuer representation).

(1) Cdn$28.7 million unit offering, (2) US$3.2 million debt for equity exchange, and (3) US$1.8 million debt for equity exchange, by Ontario nickel mining company with properties in Canada (issuer representation).

~Cdn$32 million acquisition (by plan of arrangement) by a Canadian uranium exploration company of a British Columbia uranium exploration company (acquirer representation).

AUS$31.5 million institutional private placement and AUS$28.5 million Australian entitlement offer of ordinary shares of Australian oil & gas exploration and development company with properties in North America, Australia and South Africa (issuer representation).

Initial public offering in Canada and private placement in the United States of units of Swedish oil & gas exploration and development company (issuer representation).

(1) Cdn$6.9 million acquisition (by plan of arrangement) of a British Columbia platinum exploration and development company with properties in Canada, and (2) Cdn$42 million offering of common shares, by British Columbia coal, nickel and platinum company (acquirer/issuer representation).

Cdn$57.5 million common share offering by rare earth element mining company with properties in Wyoming (issuer representation).

(1) Cdn$40 million unit offering, and (2) Cdn$46 million ordinary share offering by a BVI gold exploration and development company with properties in Brazil (issuer representation).

(1) Cdn$10 million subscription receipt U.S. and Canadian private placement by a private BVI mining exploration and development company with properties in Brazil, (2) business combination (by way of plan of arrangement) with a public Ontario capital pool company, and spin-out of securities to shareholders of an affiliate of the private BVI company (private issuer representation).

(1) US$8.6 million private placement of units with resale registration rights, and (2) US$5 million registered direct offering of U.S. by a geothermal energy company.

Other

Cdn$25 million offering of common shares of an Alberta company owning proprietary technologies for inspection, monitoring and management of physical infrastructure (issuer representation).

Cdn$25 million unit offering for an Ontario environmental services company (issuer representation).

(1) Cdn$65 million subscription receipt offering by an Alberta energy services company (2) amalgamation with Alberta capital pool company (issuer representation).

(1) Cdn$30 million subscription receipt offering by an Ontario company providing online publishing and customer acquisition strategies and (2) Cdn$89 million acquisition by the company of a company that provides website content in the areas of health & wellness, technology, lifestyle, education and finance.

Presentations and Publications

"10 Critical Due Diligence Issues that Can Ruin Your Day (or Deal)" - presentation and paper for the Rocky Mountain Mineral Law Foundation conference entitled "Due Diligence in Oil and Gas Transactions", held in Houston in May 2011.

Presenter at the "OTCQX Listing Workshop for Canadian Issuers" in Vancouver in May 2011.

Work Experience

Associate, Troutman Sanders LLP, 2011-present

Associate, Dorsey & Whitney LLP, 2005-2011

Associate, Blake, Cassels & Graydon LLP, 2002-2005

Memberships

ยท American Bar Association

Areas of Practice (6)

  • Corporate
  • Securities & Corporate Governance
  • Mergers
  • Acquisitions & Business Ventures
  • International
  • Family Law

Education & Credentials

Contact Information:
804-396-2295  Phone
(706) 236-9935  Phone
(706) 236-9266  Fax
www.troutman.com
University Attended:
University of Pennsylvania, B.A., Geology and Environmental Studies, 1993; Yale University, Geochemistry, 1995; Yale University, Ph.D., M.Phil., 2000
Law School Attended:
University of Toronto, J.D., 2001
Year of First Admission:
2007
Admission:
Upper Canada; Alberta; 1975, Georgia; 2007, Washington
Memberships:
American Bar Association.

ISLN:
921096410

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Documents (15)

Documents by this lawyer on Martindale.com

Atlanta, Georgia

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    Atlanta, GA
    Bank of America Plaza , 600 Peachtree Street, N.E., Suite 3000
    Atlanta, GA 30308

    804-396-2295 Phone

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