A cross-border team of Pillsbury lawyers has advised SoftBank Group Corp. on a significant investment in Nemaska Lithium Inc., a Canadian lithium company. The private placement will provide Nemaska with gross proceeds of up to CAD $99 million in a transaction SoftBank chairman and CEO Masayoshi Son described as “of monumental importance” to its strategy. The consummation of the transaction is subject to customary closing conditions, including approval from the Toronto Stock Exchange.

Under the terms of the transaction, SoftBank will acquire a stake of up to 9.9% of Nemaska’s outstanding common shares after giving effect to the transaction and the consummation of additional financings by Nemaska.  SoftBank will receive a right of first offer to purchase up to 20% of Nemaska’s lithium carbonate and lithium hydroxide extracted from Nemaska’s Whabouchi mine located in the Province of Québec.  SoftBank will be entitled to nominate one director to Nemaska’s board and will have a right to participate in future Nemaska equity and equity-linked financings as long as it holds at least 5% of Nemaska’s common shares.

The proceeds from the transaction will be used for the development and construction of Nemaska’s Whabouchi mine and Shawinigan lithium processing plant and for general corporate purposes.  Nemaska is developing one of the richest spodumene hard rock lithium deposits in the world.  Commercial production is expected to begin in the fourth quarter of 2020.

The Pillsbury team representing SoftBank on this highly strategic transaction consisted of partner Simon Barrett and counsel Paul Marston in Tokyo, and partners Don Kilpatrick, Jonathan Russo and Michael T. Reese, counsel Bianca Bowen and associates Joseph Galvin, Eileen Monahan and Royce Liu in New York.  Canadian firm Blake, Cassels & Graydon LLP served as co-counsel.