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145 King Street West, Suite 2200 | Toronto, Ontario | M5H 4G2 | 416 362 3711

Andrew Elbaz

Partner

e: aelbaz@mindengross.com
p: (416) 369-4329
f: (416) 864-9223

Client Services

Core Specialties

  • Business Law
  • Business and Commercial Agreements
  • Emerging Growth Markets
  • Lending and Secured Transactions
  • Mergers and Acquisitions
  • Private Equity and Venture Capital
  • Public Companies
  • Securities
  • Capital Markets
  • Starting a Business
  • Initial Public Offerings (IPOs)
  • Private Placements
  • Joint Ventures​

Industry Expertise

Image: Andrew Elbaz - Securities and Capital Markets elbaz2 elbaz3

Andrew Elbaz is a partner in our Business Law Group and the Chair of our Securities and Capital Markets Group. Andrew joined Minden Gross LLP in June 2016 from a large international law firm, where he was a partner. His practice focuses on initial public offerings, public offerings, private placements, mergers, acquisitions, and joint ventures in a variety of industries including mining, technology, life sciences, and oil & gas. Andrew is recognized by Best Lawyers in Canada as one of Canada’s leading lawyers in the area of Mining Law.

Andrew regularly acts for issuers based in Canada, the United States, and around the globe looking to access Canadian capital market opportunities and list on the Toronto Stock Exchange or the TSX Venture Exchange. Andrew also regularly acts for leading Canadian investment banks on domestic and cross-border public and private financings, as well as advising on mergers and acquisitions.

As part of his practice, Andrew advises public companies on corporate and securities law matters, including continuous disclosure obligations and other regulatory compliance issues. His international practice includes representing clients in the United States, Europe, Asia, Africa, and the Middle East. To further his securities and capital market experience, Andrew was seconded to the Corporate Finance Branch of the Ontario Securities Commission in 2009.

Andrew enjoys being a Dad to three awesome children and is known to cook up and host gourmet meals on the fly. He enjoys running, great food, and summer patios.

Transactions

Recent Transactions

  • Enthusiast Gaming merger with Aquilini GameCo and J55 Capital Corp.: Acted for Enthusiast Gaming Holdings Inc. (TSXV: EGLX) as it completed its arrangement with J55 Capital Corp. (TSXV: FIVE) and Aquilini GameCo Inc. (“GameCo”) to form the leading publicly-traded esports and gaming media organization in North America on September 3, 2019, with team lead by Yosef Adler (Partner) – Business Law, and with Andrew Elbaz (Partner) - Securities ​and Capital MarketsJessica Thrower (Associate) – Business Law/Securities and Capital Markets, and Alexander Katznelson (Associate) – Securities and Capital Markets.
  • Freckle Ltd. listed on the TSX Venture Exchange: To commemorate the listing of Freckle Ltd., Andrew Elbaz, chair of the Securities and Capital Markets Group, joined the Freckle Ltd. team to open the Toronto Stock Exchange on June 19, 2019. Freckle Ltd., was represented by Minden Gross LLP, with a team led led by Andrew Elbaz (Partner, Securities and Capital Markets), Alexander Katznelson (Associate, Securities and Capital Markets), and Jessica Thrower (Associate, Business Law).
  • Freckle Ltd. - Reverse takeover and TSX Venture Exchange Listing: Freckle Ltd. (formerly Knol Resources Corp.) (the “Company”) (TSXV: FRKL), a global leader in multi-touch, offline advertising attribution used by Fortune 500 brands, completed its reverse takeover transaction (the “RTO”) with Freckle I.O.T. Ltd. (“Freckle”) by way of a three​-cornered amalgamation. Prior to completion of the RTO, the Company completed a brokered private placement of subscription receipts for aggregate gross proceeds of $6.529 ​million (the “Offering”). The Offering was led by GMP Securities Inc. and PI Financial Corp., and included Haywood Securities Inc. and Canaccord Genuity Corp.

    In connection with the RTO, the Company continued to Ontario, changed its name to Freckle Ltd., consolidated its class A common shares (the “Shares”) on the basis of one post-consolidation share for each 2.2278588 pre-consolidation shares and filed its filing statement on SEDAR. The Shares of the Company commenced trading on the TSX Venture Exchange under the symbol “FRKL” on June 19, 2019.

    Minden Gross LLP acted for Freckle in connection with the RTO and the Offering, with a team led by Andrew Elbaz (Partner, Securities and Capital Markets), Alexander Katznelson (Associate, Securities and Capital Markets), and Jessica Thrower (Associate, Business Law).
  • Eguana Technologies Inc. - $3 million Private Placement: Acted for Eguana Technologies Inc. (TSXV:EGT), a company ​that specializes in designing and manufacturing high performance residential and commercial energy storage systems, in completing the first tranche of its oversubscribed brokered private placement offering (the “Offering”) of convertible debenture units for gross proceeds of $3.012 million. The Offering was led by Bayfront Capital Partners Ltd. and included Mackie Research Capital Corporation, as part of the syndicate. Minden Gross LLP represented Eguana with a team lead by Andrew Elbaz (Partner, Securities and Capital Markets), Alex Katznelson (Associate, Securities and Capital Markets), and Jessica Thrower (Associate, Business Law).
  • Enthusiast Gaming - Merger with Aquilini Gameco and LuminosityEnthusiast Gaming Holdings Inc. (TSXV: EGLX) closed its arrangement agreement with J55 Capital Corp. (TSXV: FIVE) and Aquilini GameCo Inc. (“GameCo”), a private Canadian company, to form the leading publicly-traded esports and gaming media organization in North America.  Minden Gross LLP acted as Enthusiast’s legal advisors, with a team lead by Yosef Adler (Partner) – Business Law, and with  Andrew Elbaz (Partner) - Securities & Capital Markets, and Jessica Thrower (Associate) – Business Law.
  • Nutritional High International Inc. - $5.1 million Private Placement: Nutritional High Inc.,  (CSE: EAT, OTCQB: SPLIF) (the "Company"), closed a brokered private placement of $5.1 million of units. The private placement was led by Haywood Securities Inc. Minden Gross LLP acted for Haywood Securities Inc., with a team led by Andrew Elbaz (Partner, Securities & Capital Markets) with Alex Katznelson (Associate, Securities & Capital Markets).
  • Aura Health Closes Flagship German Acquisition of 80% of Pharmadrug GmbH: Aura Health Inc. (CSE:BUZZ) closed its previously announced (May 8, 2019) acquisition of an 80% equity interest in Pharmadrug Production GmbH for total consideration of €5.0 million. Pharmadrug is a cash flow positive German pharmaceutical distribution company with over 20 years of operating history and a Schedule I European Union narcotics license allowing for the distribution of medical cannabis to pharmacies in Germany and throughout the Eurozone as markets become legalized. Pharmadrug has supply agreements in place with Bedrocan International B.V., Canadian Licensed Producers, and is currently supplying medical cannabis to pharmacies in Germany. Minden Gross LLP acted for Aura in the purchase of Pharmadrug with a team led by  Andrew Elbaz (Partner, Securities & Capital Markets), David Judson (Partner, Securities & Capital Markets), and Alex Katznelson (Associate, Securities & Capital Markets).
  • Aura Health Inc. - Second Tranche of Subscription Receipt Offering and Share Exchange Transaction: Acted for Aura Health Inc. (“Aura”) in closing the second tranche of its “best efforts” private placement subscription receipt offering (the “Offering”) for additional gross proceeds of $2,820,070 (the “Second Tranche Offering”), as well as a share exchange transaction with FSD Pharma Inc. (“FSD”), a licensed cannabis producer, where, among other things, FSD issued $3 million of FSD shares (the “FSD Shares”) to Aura in exchange for $3 million of Aura shares. Since the FSD Shares were issued to Aura on a private placement basis, Aura is in the process of finalizing an up to $3 million bridge facility (the “Bridge Facility”) to cover the value of the FSD Shares until they are freely tradeable. The gross proceeds of $1,919,929 raised pursuant to the closing of the first tranche of the Offering, the gross proceeds of $2,820,070 raised pursuant to the Second Tranche Offering, the $3 million of FSD Shares issued to Aura in connection with the Share Exchange, and the Bridge Facility will generate $7,740,000 for Aura and will provide it with the funds required to close the proposed acquisition of an 80% equity interest in Pharmadrug Production GmbH, previously announced in a press release dated January 25, 2019.
  • Freckle I.O.T - Freckle I.O.T Ltd closes Second Tranche of Private Placement: Acted for Freckle I.O.T Ltd., a global leader in multi-touch offline advertising attribution used by Fortune 500 brands like McDonald’s, Lexus, and Walmart in the closing of a second tranche private placement offering of subscription receipts for gross proceeds of approximately $2 million (the “Offering”). The Offering was led by GMP Securities L.P.  and PI Financial Corp.  (the “Co-Lead Agents”) and included Canaccord Genuity Corp. and Haywood Securities Inc. The Offering is being completed in connection with the proposed reverse take-over between Freckle and Knol previously announced on January 16, 2019 and March 27, 2019.
  • Freckle I.O.T Ltd. - Freckle I.O.T closes first tranche of $6.5M Offering: Acted for Freckle I.O.T Ltd., a global leader in multi-touch offline advertising attribution used by Fortune 500 brands like McDonald’s, Lexus, and Walmart in the closing of a first tranche private placement offering of subscription receipts and units for gross proceeds of $4,554,000 (the “Offering”). The Offering was led by GMP Securities L.P. and PI Financial Corp. (the “Co-Lead Agents”) and included Canaccord Genuity Corp. and Haywood Securities Inc. The Offering is being completed in connection with the proposed reverse take-over between Freckle and Knol announced on January 16, 2019 and March 27, 2019.
  • GTEC Holdings Ltd. - GTEC Holdings Ltd. closes $12.5 million Offering led by Sprott Capital Partners LP : Acted for GTEC Holdings Ltd., (TSXV: GTEC), a leading publicly listed cannabis company holding cultivation, extraction, and analytical testing licenses throughout Canada, that closed the second tranche of an up to $12.5 million private placement offering led by Sprott Capital Partners LP. As part of the second tranche, GTEC issued 11,582,869 units (each a “Unit” and together, the Units”) at a price of $0.55 per Unit for gross proceeds of $6,370,577.95.  The Company closed the first tranche of the private placement on February 28, 2019 by issuing 11,126,753 Units of the Company for gross proceeds of $6,119,714.15. In total, the Company has issued 22,709,622 Units for gross proceeds of $12,490,292 through the first and second tranches.
  • GTEC Holdings Ltd. - $6.1 million First Tranche Closing led by Sprott Capital Partners LP: Acted for GTEC Holdings Ltd., (TSXV: GTEC), a leading publicly listed cannabis company holding cultivation, extraction, and analytical testing licenses throughout Canada, that closed the first tranche of an up to $8 million private placement offering led by Sprott Capital Partners LP. As part of the first tranche, GTEC issued 11,126,753 units (each a “Unit” and together, the Units”) at a price of $0.55 per Unit for gross proceeds of $6,119,714.
  • Aura Health - Closing of First Tranche of up to $7 million Brokered Private Placement: Acted for Aura Health Inc. (CSE: BUZZ), a publicly listed company building an international network of cannabis assets, that closed a first tranche of an up to $7 million brokered private placement offering led by Mackie Research Capital Corporation with a syndicate consisting of Haywood Securities Inc., PI Financial Corp., and Foundation Markets Inc. As part of the first tranche of the private placement, Aura issued 8,726,954 subscription receipts at a price of $0.22 per subscription receipt. The offering is being completed in connection with the proposed acquisition of an 80% equity interest in Pharmadrug Production GmbH, a German-based cannabis company.
  • Eguana Technologies Inc. - Doughty Hanson Invests $3 million in Eguana Technologies Inc.: Acted for Eguana Technologies Inc. (TSXV: EGT), a publicly listed world leader in design and manufacturing of high performance residential and commercial energy storage systems, that issued 300,000 newly created Series A First Preferred Shares (the “Series A Shares”) at $10.00 per share for aggregate gross proceeds of $3 million. The Series A Shares were purchased by Eguana’s largest shareholder, DHCT II Luxembourg SARL, an investment vehicle of funds managed by Doughty Hanson & Co Managers Limited.
  • Aura Health - Private Placement Offering: Acted for Aura Health Inc. (CSE: BUZZ), a publicly listed company building an international network of cannabis assets, as it issued 11,493,999 units (each a “Unit” and together, the “Units”) at a price of $0.15 per unit for gross proceeds of approximately $1.7 million. Each Unit consisted of one common share in Aura and one-half of one common share purchase warrant, exercisable at $0.25 for a period of 24 months from the date of issuance. The net proceeds of the private placement will be used to further the Company’s involvement in two strategic assets in Israel.
  • Isodiol International Inc. announces closing of $6 million Private Placement: Acted for the Financial Advisors as Isodiol International Inc. (the “Company”) (CSE: ISOL), a public listed nutritionally focused company, closed a private placement of $6 million convertible debentures (the “Offering”). In connection with the Offering, Haywood Securities Inc. and Clarus Securities Inc. acted as financial advisors to the Company.
  • Enthusiast Gaming - Closes Oversubscribed Private Placement of Convertible Debentures: Acted for Enthusiast Gaming Holdings Inc. (TSXV: EGLX), a publicly listed digital media company building the largest community of authentic games, in its completion of its oversubscribed, non-brokered private placement of convertible debenture units for total gross proceeds of $9 million. Canaccord Genuity Corp. acted as advisors to the Company with respect to the Offering.
  • Aura Health - Strategic Investment into HolyCanna: Acted for Aura Health Inc. (CSE: BUZZ), a publicly listed company building an international network of cannabis assets, as it closed a 54% equity stake in HolyCanna Ltd., an Israeli-based company with a cannabis nursery and cultivation license. As part of the transaction, Aura subscribed for an unsecured convertible debenture note in HolyCanna which automatically converts into 54% equity stake once Aura is added to the license. Aura will be immediately entitled to a control position in HolyCanna.
  • Enthusiast Gaming - TSXV Listing: Acted for Enthusiast Gaming Holdings Inc., a leading media and technology gaming company, in its TSXV listing as EGLX.
  • Enthusiast Gaming Inc. Private Placement: Acted for Enthusiast Gaming Inc., a leading media and technology gaming company, to close a private placement offering of subscription receipts for gross proceeds of $7,736,625 as a brokered financing. Concurrently, Enthusiast completed a non-brokered offering of Subscription Receipts for gross proceeds of $762,500. The Non-Brokered Financing and Brokered Financing are the "Offering" and resulted in the aggregate gross proceeds of $8,499,125. The Offering was completed in connection with the proposed business combination between Enthusiast and Tova Ventures II Inc., which constitute Tova's "Qualifying Transaction" pursuant to Policy 2.4 of the TSX Venture Exchange.
  • GreenTec Holdings Inc. – Debenture Offering :  Acted for GreenTec Holdings Ltd., a premium quality craft cannabis producer, as it completed a private placement of 8% senior secured convertible debentures units for aggregate gross proceeds of $5,000,000 (the “Offering”). The Offering was rendered in connection with the proposed business combination between GreenTec and Black Birch Capital Acquisition III Corp. (TSXV: BBC.H). 
  • GreenTec Holdings Ltd. Private Placement:  Acted for GreenTec Holdings Ltd., a premium quality craft cannabis producer, in a private placement offering of 5,925,920 subscription receipts at a price of $1.50 per Subscription Receipt for aggregate gross proceeds of $8,888,880 (the “Offering”). The Offering was completed in connection with a proposed business combination between GreenTec and Black Birch Acquisition III Corp. whereby the resulting entity will become a reporting issuer on the TSX Venture Exchange.
  • TSXV – Listing/Brokered Financing: Represented a syndicate of Agents led by Sunel Securities Inc., in connection with a $32,655,000 financing and TSXV listing of Indiva Limited (TSXV: NDVA), a Canadian supplier of high quality, medical grade cannabis.
  • Brokered Financing: Represented Mackie Research Capital Corporation and BayFront Capital Partners, Ltd. (the “Agents”) in a $3 million brokered private placement of units for Eguana Technologies Inc., a leading supplier of power controls solutions for residential and commercial energy storage systems.
  • Brokered Financing and Reverse Take Over: Represented syndicate of Agents led by Sunel Securities Inc., in the closing of a $5.75 million financing of subscription receipts for INDIVA Corporation, a licensed producer of medical grade cannabis.
  • Private Placement: Represented privately held mortgage corporation in a $5 million senior secured debenture transaction and debt restructuring.
  • Strategic Financing and Restructuring: Represented European based oil and gas developer in strategic financing by institutional investors and corporate restructuring.
  • Assure Holdings, Inc.:  Advised Assure Holdings Corp. in completing its reverse take-over of Montreux Capital Corp. and commencing its listing on the TSX Venture Exchange under the symbol “IOM”. Assure Holdings, Inc. is a privately-held Colorado company that works with neurosurgeons to provide a turnkey suite of services that support intraoperative neuromonitoring activities during invasive surgeries.
  • Bought Deal:  Advised syndicate of underwriters led by Paradigm Capital Inc., on a $11.7 million bought deal offering of AcuityAds Holdings Inc. (“Acuity”) and its subsequent acquisition of Boston-based Visible Measures Corp. Acuity is a technology leader that enables advertisers to connect intelligently with audiences across video, mobile, social, and online display advertising.
  • Bought Deal: Advised a syndicate of underwriters led by Paradigm Capital Inc. on a $20.9 million bought deal financing of ordinary common shares and common shares issued on a “flow-through” basis for Denison Mines Corp. (TSX: DML)(NYSE MKT: DNN), a leading uranium exploration and development company. 
  • Assure Holdings, Inc.: Advised Assure Holdings, Inc. in the issuance of 6,392,060 subscription receipts for gross proceeds of CAD$3,196,030. Assure Holdings, Inc. is a privately-held Colorado company that works with neurosurgeons to provide a turnkey suite of services that support intraoperative neuromonitoring activities during invasive surgeries.
  • Bought Deal: Advised a syndicate of underwriters on a bought deal private placement of AcuityAds Holdings Inc. (“Acuity”) (TSXV: AT), a technology leader that provides targeted digital media solutions enabling advertisers to connect intelligently with audiences across video, mobile, social and online display advertising.
  • Bought Deal: Advised Mackie Research Capital Corporation with respect to the C$6.9 million best efforts short-form prospectus offering of Eguana Technologies Inc. (TSXV: EGT), a leading supplier of power control solutions for residential and commercial energy storage systems.
  • Underwriters: Advised Dundee Securities Ltd. and Rodman & Renshaw, a unit of H.C. Wainwright & Co., LLC, in connection with the US$10.5 million offering and sale of units of Uranium Energy Corp. by way of an MJDS Prospectus Supplement.
  • Underwriters: Advised Dundee Securities Ltd. on behalf of a syndicate of underwriters, including Raymond James Ltd., Cantor Fitzgerald Canada Corporation and Macquarie Capital Markets Canada Ltd., in connection with a bought deal offering of 25,645,000 units of NexGen Energy Ltd. for aggregate proceeds of CAD$11 million.
  • Mackie Research Capital Corporation: Advised, as Canadian counsel, with respect to the CAD$9.2 million short-form prospectus offering, sponsorship, and concurrent Toronto Stock Exchange listing of Helius Medical Technologies, Inc.
  • Portfolio Strategies Securities Inc.: Acted for the dealers on a cross-border secured convertible debenture private placement for a US-based medical device company.
  • Sunel Securities Inc.: Advised the lead agent on the going public transaction of Vaxil Bio Ltd., the first Israeli bio-technology company to list on the TSXV. Vaxil Bio Ltd. is an Israeli bio-technology company focused on immuno-oncology and innovative cancer treatments.
  • BayFront Capital Partners Inc.: Advised the Agent with respect to the CAD$2.6 million Canadian listing and private placement of H-Source Inc.

Selected Mining Transactions

  • Underwriters: Advised a syndicate of underwriters on a bought deal of ordinary common shares and common shares issued on a “flow-through” basis for Denison Mines Corp. (TSX: DML)(NYSE MKT: DNN), a leading uranium exploration and development company, with total gross proceeds of CAD$20,000,290. 
  • Underwriters: Advised Dundee Securities Ltd. and Rodman & Renshaw, a unit of H.C. Wainwright & Co., LLC, in connection with the US$10.5 million offering and sale of units of Uranium Energy Corp. by way of an MJDS Prospectus Supplement.
  • Underwriters: Advised Dundee Securities Ltd. on behalf of a syndicate of underwriters, including Raymond James Ltd., Cantor Fitzgerald Canada Corporation and Macquarie Capital Markets Canada Ltd., in connection with a bought deal offering of 25,645,000 units of NexGen Energy Ltd. for aggregate proceeds of CAD$11 million.
  • City Hall Capital LLC: Advised in connection with purchasing convertible promissory notes of Victory Nickel Inc. and providing line of credit in an aggregate principal amount of proximately US$5 million.
  • Coastal Gold Corp.: Advised on the unsolicited offer from First Mining Finance Corp. to acquire all of the outstanding common shares of Coastal Gold by way of a plan of arrangement valued at CAD$13.5 million.
  • Underwriters: Advised lead underwriter on a CAD$15 million bought deal offering of flow-through shares of Denison Mines Corp. (TSX:DML)(NYSE MKT:DNN), a uranium exploration and development company with interests in exploration and development projects in Canada, Zambia, Mali, Namibia, and Mongolia.
  • Underwriters: Advised lead underwriter on a CAD$4 million bought deal offering of flow-through shares of North Arrow Minerals Inc. (TSXV: NAR), a Canadian-based exploration company focused on the identification and evaluation of diamond exploration opportunities in Canada.
  • Underwriters: Advised in connection with the CAD$11.5 million bought deal financing by NexGen Energy Ltd. for the continued uranium exploration on its Rock 1 project located in the Athabasca Basin in Saskatchewan and other corporate purposes.
  • Confidential client: Advised a private Canadian mining company on CAD$40 million equity financing by a large Canadian investment fund to fund continued development of a project in Canada.
  • Confidential client: Advised a private Canadian mining company in connection with a CAD$10 million equity financing by a large sovereign investment fund to fund continued development of a project in Canada.
  • Confidential client: Advised a private Canadian mining company in connection with a brokered CAD$12 million equity financing led by a leading Canadian investment dealer.
  • Confidential client: Advised a private Canadian based mining company in a CAD$5 million equity financing to fund permitting and exploration in West Africa.
  • Altitude Resources Inc.: Advised in connection with its going public transaction on the TSX Venture Exchange and various financings.
  • Cantor Fitzgerald & Co.: Advised on various at-the-market offerings for Paramount Gold & Silver Corp., Uranium Energy Corp., and Avino Silver & Gold Mines Ltd.
  • Confidential client: Advised a mineral exploration company with properties in Quebec on its going public transaction on the TSX Venture Exchange.
  • Portfolio Strategies Securities Inc.: Advised on its financing and subsequent TSV listing of Canoe Mining Ventures, a Canadian exploration company, and Giyani Gold Corp., a gold exploration company with projects in Canada and South Africa.
  • Virgin Metals Inc.: Advised the junior exploration and development company with two copper-molybdenum porphyry properties in northern Mexico on various dispositions of assets, debenture and equity financings.
  • Star Gold: Advised the private US-based precious metal exploration company with properties in Nevada on its TSXV listing.
  • IDH Gold: Advised the private US-based company with properties in Nevada, Arizona on its TSXV listing.
  • Rimrock Gold: Advised the Nevada diversified mineral exploration company with properties in Nevada and Quebec on a mining joint venture, acquisition of claims, and private placement.
  • Minexco Minerals Corp.: Advised the junior mineral resource company focused on exploring for gold and specialty base metals in Guyana, South America, on mining joint venture and various private placements.
  • RBC Capital Markets and a syndicate of underwriters: Counseled CAD$86 million financing of Jaguar Mining Inc.
  • Gold Eagle Mines Ltd.: Counseled in CAD$1.5 billion friendly acquisition by Goldcorp Inc.
  • New Gold Inc.: Acted as counsel on the US$1.6 billion business combination with Metallica Resources Inc. and Peak Gold Ltd.
  • Meridian Gold Inc.: Advised in connection with the CAD$3.5 billion take-over bid for Meridian by Yamana Gold Inc., including a "poison pill" hearing before the Ontario Securities Commission.
  • Syndicate of underwriters: Advised in a CAD$35 million short form prospectus offering.
  • Syndicate of agents: Advised in a CAD$23 million special warrant offering.

Selected Life Sciences Transactions

  • Nutritional High International Inc. - $5.1 million Private Placement: Nutritional High Inc., (CSE: EAT, OTCQB: SPLIF) (the "Company"), closed a brokered private placement of $5.1 million of units. The private placement was led by Haywood Securities Inc. Minden Gross LLP acted for Haywood Securities Inc., with a team led by Andrew Elbaz (Partner, Securities & Capital Markets) with Alex Katznelson (Associate, Securities & Capital Markets).
  • Aura Health Closes Flagship German Acquisition of 80% of Pharmadrug GmbH: Aura Health Inc. (CSE:BUZZ) closed its previously announced (May 8, 2019) acquisition of an 80% equity interest in Pharmadrug Production GmbH for total consideration of €5.0 million. Pharmadrug is a cash flow positive German pharmaceutical distribution company with over 20 years of operating history and a Schedule I European Union narcotics license allowing for the distribution of medical cannabis to pharmacies in Germany and throughout the Eurozone as markets become legalized. Pharmadrug has supply agreements in place with Bedrocan International B.V., Canadian Licensed Producers, and is currently supplying medical cannabis to pharmacies in Germany. Minden Gross LLP acted for Aura in the purchase of Pharmadrug with a team led by  Andrew Elbaz (Partner, Securities & Capital Markets), David Judson (Partner, Securities & Capital Markets), and Alex Katznelson (Associate, Securities & Capital Markets).
  • Aura Health Inc. - Second Tranche of Subscription Receipt Offering and Share Exchange Transaction: Acted for Aura Health Inc. (“Aura”) in closing the second tranche of its “best efforts” private placement subscription receipt offering (the “Offering”) for additional gross proceeds of $2,820,070 (the “Second Tranche Offering”), as well as a share exchange transaction with FSD Pharma Inc. (“FSD”), a licensed cannabis producer, where, among other things, FSD issued $3 million of FSD shares (the “FSD Shares”) to Aura in exchange for $3 million of Aura shares. Since the FSD Shares were issued to Aura on a private placement basis, Aura is in the process of finalizing an up to $3 million bridge facility (the “Bridge Facility”) to cover the value of the FSD Shares until they are freely tradeable. The gross proceeds of $1,919,929 raised pursuant to the closing of the first tranche of the Offering, the gross proceeds of $2,820,070 raised pursuant to the Second Tranche Offering, the $3 million of FSD Shares issued to Aura in connection with the Share Exchange, and the Bridge Facility will generate $7,740,000 for Aura and will provide it with the funds required to close the proposed acquisition of an 80% equity interest in Pharmadrug Production GmbH, previously announced in a press release dated January 25, 2019.
  • GTEC Holdings Ltd. - GTEC Holdings Ltd. closes $12.5 million Offering led by Sprott Capital Partners LP : Acted for GTEC Holdings Ltd., (TSXV: GTEC), a leading publicly listed cannabis company holding cultivation, extraction, and analytical testing licenses throughout Canada, that closed the second tranche of an up to $12.5 million private placement offering led by Sprott Capital Partners LP. As part of the second tranche, GTEC issued 11,582,869 units (each a “Unit” and together, the Units”) at a price of $0.55 per Unit for gross proceeds of $6,370,577.95.  The Company closed the first tranche of the private placement on February 28, 2019 by issuing 11,126,753 Units of the Company for gross proceeds of $6,119,714.15. In total, the Company has issued 22,709,622 Units for gross proceeds of $12,490,292 through the first and second tranches.
  • GTEC Holdings Ltd. - $6.1 million First Tranche Closing led by Sprott Capital Partners LP: Acted for GTEC Holdings Ltd., (TSXV: GTEC), a leading publicly listed cannabis company holding cultivation, extraction, and analytical testing licenses throughout Canada, that closed the first tranche of an up to $8 million private placement offering led by Sprott Capital Partners LP. As part of the first tranche, GTEC issued 11,126,753 units (each a “Unit” and together, the Units”) at a price of $0.55 per Unit for gross proceeds of $6,119,714.
  • Aura Health - Closing of First Tranche of up to $7 million Brokered Private Placement: Acted for Aura Health Inc. (CSE: BUZZ), a publicly listed company building an international network of cannabis assets, that closed a first tranche of an up to $7 million brokered private placement offering led by Mackie Research Capital Corporation with a syndicate consisting of Haywood Securities Inc.PI Financial Corp., and Foundation Markets Inc. As part of the first tranche of the private placement, Aura issued 8,726,954 subscription receipts at a price of $0.22 per subscription receipt. The offering is being completed in connection with the proposed acquisition of an 80% equity interest in Pharmadrug Production GmbH, a German-based cannabis company.
  • Aura Health - Private Placement Offering: Acted for Aura Health Inc.(CSE: BUZZ), a publicly listed company building an international network of cannabis assets, as it issued 11,493,999 units (each a “Unit” and together, the “Units”) at a price of $0.15 per unit for gross proceeds of approximately $1.7 million. Each Unit consisted of one common share in Aura and one-half of one common share purchase warrant, exercisable at $0.25 for a period of 24 months from the date of issuance. The net proceeds of the private placement will be used to further the Company’s involvement in two strategic assets in Israel.
  • Isodiol International Inc. announces closing of $6 million Private Placement: Acted for the Financial Advisors as Isodiol International Inc.(the “Company”) (CSE: ISOL), a public listed nutritionally focused company, closed a private placement of $6 million convertible debentures (the “Offering”). In connection with the Offering, Haywood Securities Inc. and Clarus Securities Inc. acted as financial advisors to the Company.
  • Aura Health - Strategic Investment into HolyCanna: Acted for Aura Health Inc. (CSE: BUZZ), a publicly listed company building an international network of cannabis assets, as it closed a 54% equity stake in HolyCanna Ltd., an Israeli-based company with a cannabis nursery and cultivation license. As part of the transaction, Aura subscribed for an unsecured convertible debenture note in HolyCanna which automatically converts into 54% equity stake once Aura is added to the license. Aura will be immediately entitled to a control position in HolyCanna.
  • GreenTec Holdings Inc. – Debenture Offering:  Acted for GreenTec Holdings Ltd., a premium quality craft cannabis producer, as it completed a private placement of 8% senior secured convertible debentures units for aggregate gross proceeds of $5,000,000 (the “Offering”). The Offering was rendered in connection with the proposed business combination between GreenTec and Black Birch Capital Acquisition III Corp. (TSXV: BBC.H). 
  • GreenTec Holdings Ltd. Private Placement: Acted for GreenTec Holdings Ltd., a premium quality craft cannabis producer, in a private placement offering of 5,925,920 subscription receipts at a price of $1.50 per Subscription Receipt for aggregate gross proceeds of $8,888,880 (the “Offering”). The Offering was completed in connection with a proposed business combination between GreenTec and Black Birch Acquisition III Corp. whereby the resulting entity will become a reporting issuer on the TSX Venture Exchange.
  • Financing Agent:  In connection with a proposed amalgamation with Rainmaker Resources Ltd. and listing on the TSX Ventures Exchange, INDIVA Corporation, a licensed producer of medical grade cannabis, and Rainmaker completed the first tranche of a planned private placement of up to $15 million of subscription receipts. In the first tranche, Rainmaker issued 7,674,609 Subscription Receipts at a price of $0.75 per Subscription Receipt for aggregate gross proceeds of $5,755,956.75. Minden Gross LLP acted for Sunel Securities Inc. as lead agent for the financing.
  • Assure Holdings, Inc.: Advised Assure Holdings Corp. in completing its reverse take-over of Montreux Capital Corp. and commencing its listing on the TSX Venture Exchange under the symbol “IOM”. Assure Holdings, Inc. is a privately held Colorado company that works with neuro-surgeons to provide a turnkey suite of services that support intraoperative neuro-monitoring activities during invasive surgeries.
  • Assure Holdings, Inc.: Advised Assure Holdings, Inc. in the issuance of 6,392,060 subscription receipts for gross proceeds of CAD$3,196,030. Assure Holdings, Inc. is a privately held Colorado company that works with neuro-surgeons to provide a turnkey suite of services that support intraoperative neuro-monitoring activities during invasive surgeries.
  • Mackie Research Capital Corporation: Advised, as Canadian counsel, with respect to the CAD$9.2 million short-form prospectus offering, sponsorship, and concurrent Toronto Stock Exchange listing of Helius Medical Technologies, Inc.
  • Portfolio Strategies Securities Inc.: Acted for the dealers on a cross-border secured convertible debenture private placement for a US-based medical device company.
  • Sunel Securities Inc.: Advised the lead agent on the going public transaction of Vaxil Bio Ltd., the first Israeli bio-technology company to list on the TSXV. Vaxil Bio Ltd. is an Israeli bio-technology company focused on immuno-oncology and innovative cancer treatments.
  • BayFront Capital Partners Inc.: Advised the Agent with respect to the CAD$2.6 million Canadian listing and private placement of H-Source Inc.
  • Dundee Securities Ltd.: Advised Dundee Securities Ltd. on behalf of a syndicate of underwriters in connection with a bought deal offering of 12,203,189 units of Titan Medical Inc. for aggregate proceeds of CAD$25 million.
  • Syndicate of Agents: Advised a syndicate of agents, led by KES 7 Capital Inc. and including Bloom Burton & Co Inc., Mackie Research Capital Corporation, Laurentian Bank Securities Inc., and Dundee Securities Inc. on a private placement of CAD$12.5 million principal amount of secured subordinated debentures of Tribute Pharmaceuticals Canada Inc.
  • Syndicate of Agents: Advised in a CAD$6 million private placement of a pharmaceutical multi-dose packaging provider.
  • Syndicate of Agents: Advised in a CAD$28 million private placement of units.
  • Syndicate of Agents: Advised in a CAD$25 million offering of an information technology solutions provider to the pharmaceutical industry.

Selected Technology Transactions

Selected Oil & Gas Transactions

  • Confidential client: Advised a private UK-based mining company in financings of approximately CAD$10 million to fund exploration in Guyana, South America.
  • Confidential client: Advised a private UK/US-based energy company in financings of approximately CAD$50 million to fund permitting and exploration costs in Africa.
  • Portfolio Strategies Securities Inc.: Advised with respect to financing of X-Terra Resources Inc. with the Utica shale gas project and a gold/uranium development project in Quebec.

Selected Diversified Industry Transactions

  • Jemi Fibre Corp.: Advised on its CAD$13 million bought deal private placement of Jemi Fibre Corp.
  • Bruce Edmeades Co. and Martin Brower of Canada Co.: Advised on the CAD$10 million acquisition of Bruce Edmeades Co. by Colabor Income Fund.

Selected Real Estate Transactions

  • Mortgage Corporation: Represented privately held mortgage corporation in a $5 million senior secured debenture transaction and debt restructuring which closed on July 12, 2017.
  • Mizrahi Developments: Advised the independent luxury developer with respect to, and completing the acquisition of, the One Bloor Street West and 11 Bloor Street West properties in Toronto for a total purchase price of CAD$135 million. 11 Bloor Street West was, for 114 years, home to the iconic Stollerys. In addition, advising on and completing a number of other real estate acquisitions surrounding the landmark property, as part of a greater land assembly for a new commercial development at one of the most famous and expensive intersections in Canada.

Industry Expertise

Professional Affiliations

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

Andrew Elbaz

Partner

T: (416) 369-4329
F: (416) 864-9223
E: aelbaz@mindengross.com
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Education

  • Admitted to the Ontario Bar in 2005
  • Université de Montréal – Bachelor of Civil Law, 2002
  • Dalhousie University – LLB, 2000
  • McGill University – Bachelor of Arts, 1999

Joined Minden Gross

2016

Assistant Information

Eleni Moutsais
e: emoutsias@mindengross.com
p: (416) 362-3711 x 1335

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