Colleen M. Cebuliak | Fraser Milner Casgrain LLP

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Colleen M. Cebuliak LL.M., LL.B., B.Comm., Partner

As a partner with Fraser Milner Casgrain’s Corporate Governance, Mergers & Acquisitions, Private Equity | Venture Capital, Securities | Corporate Finance Practice Teams, Colleen possesses considerable expertise in corporate and securities matters, with a focus on mergers and acquisitions, public and private capital markets and financings and corporate governance matters.

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Colleen’s corporate law practice includes corporate finance, mergers and acquisitions and corporate governance. In her corporate finance practice, she advises issuers on a variety of transactions including bought deals, MJDS offerings, short form offerings, private placements and high yield financings.

She has advised buyers and sellers with respect to various types of merger and acquisition transactions, including amalgamations, takeover bids (including reverse takeover bids) and plans of arrangement. Her corporate governance advisory work includes advising corporations and boards of directors with respect to general compliance issues and also specific issues arising out of transactions.

Representative Work

Canadian counsel to US Gold Corporation on its acquisition by statutory plan of arrangement of Minera Andes Inc. with a transaction value at the time of closing of approximately CDN $1.4 billion for the combined company, which was renamed McEwen Mining Inc. (NYSE; TSX: MUX), 2012

Counsel to Stantec Inc. on its issuance of $125 million in senior secured notes

Co-counsel to Millar Western Forest Products Ltd. on its issuance of US$210 million in senior notes

Counsel to Matrikon Inc. on its US$139 million acquisition by Honeywell International Inc.

Counsel to US Gold Corporation (NYSE.A;TSX:UXG) on its successful completion of simultaneous take-over bids for three TSX-V listed gold exploration companies with an aggregate transaction value of US$160 million

Counsel to Oncothyreon Canada Inc. (formerly Biomira Inc.) and Oncothyreon Inc. in connection with Oncothyreon Inc.'s acquisition of Oncothyreon Canada Inc. by way of plan of arrangement (transaction value in excess of $75 million)

Counsel to Biomira Inc. in its filing of a U.S. $100 million base shelf prospectus

Counsel to Weatherford International Ltd. in its acquisition of Precision Drilling Corp.’s Energy Services Division and International Contract Drilling Division (transaction value of $2.7 billion)

Counsel to Time Industrial, Inc. in its reverse take-over of LOR Capital Inc., in connection with Malibu Engineering & Software Ltd. to form Decision Dynamics Technology Ltd.

Counsel to Cytovax Biotechnologies Inc. in its reverse take-over by Millenium Biologix Inc.

Co-Counsel to Koch Industries, Inc./Flint Hills Resources in connection with the sale of their interest in the TrueNorth Energy Oil sands project to UTS Energy Corporation (transaction value in excess of $125 million)

Co-Counsel to the shareholders of North American Construction Group in connection with a leveraged buy-out led by The Sterling Group and BNP Paribas (transaction value in excess of $400 million)

Alberta counsel to Alberta Capital Finance Authority in connection with the issuance of $150 million 4.5 per cent notes

Co-Counsel to EPCOR Utilities Inc. in connection with the formation of joint venture with TransAlta Corporation relating to the construction and operation of EPCOR’s Genesee Unit 3 electrical generation facility and related projects (transaction value in excess of $500 million)

Counsel to Stantec Inc. in its public offering of $19.5 million of common shares Counsel to Echo Bay Mines Ltd. on its merger with TVX Gold Inc. and Kinross Gold Corporation (transaction value of $275 million)

Alberta counsel in connection with the amendment of the province of Alberta’s euro medium term note programme to add Alberta Municipal Financing Corporation (AMFC), an agent of the Crown, as an issuer and increase the programme limit to US$2.7 billion

Counsel to Biomira Inc. in connection with a collaboration and supply agreement entered into with Merck KGaA (transaction value of $150 million)

Counsel to Weatherford International, Inc. in its acquisition of Energy Rentals Inc.

Co-Counsel to PTI Group (camp services) in connection with the acquisition and combination of PTI Group with other corporate entities to form Oil States International, Inc.

Co-Counsel to Weatherford International, Inc. in its acquisition of Alpine Oil Services Corporation (transaction value of $81 million)

Counsel to Shaw Communications Inc. in the spin off of its radio and specialty television assets to Corus Entertainment Inc. (transaction value in excess at $600 million)

Counsel to the Alberta Stock Exchange in its merger with the Vancouver Stock Exchange to form what is now the TSX Venture Exchange

Publications

Co-authored with Robert Roth, “Current Continuous Disclosure Issues in the Canadian Securities Industry: A Material Change Report” in Securities Act (Edmonton/Calgary: Legal Education Society of Alberta, 2001)

Teaching Roles

Instructor, Bar Admission Course

Former Sessional Lecturer, Securities Law, Faculty of Law, University of Alberta

Prior Speaking Engagements

Presenter, "When the Acquirer is a Public Company", FMC Breakfast for the Mind Series, January 2011

Presenter and Panelist, Business Boot Camp for Lawyers, Legal Education Society of Alberta, May 2006

Presenter and Panelist, Advanced Due Diligence, Canadian Institute, May 2006

Presenter, Ernst & Young Seminar Internal Controls Over Financial Reporting, April 2006

Presenter and Panelist, Mergers & Acquisitions, Legal Education Society of Alberta, February 2005