Joanna D. Enns

Joanna represents issuers and investment banks in a broad range of public and private securities transactions, in connection with public and private securities transactions, including IPOs and other equity offerings, high yield and investment grade debt offerings, tender offers, restructurings and securitizations, among other liability management transactions. She has extensive experience with cross-border and foreign private issuer transactions, including representing domestic and foreign issuers, investors and investment banks on cross-border transactions, including initial US listings, debt and equity offerings and mergers and acquisitions. 

In addition to being a “go-to” deal lawyer for companies in the mining and natural resources sectors, Joanna regularly advises domestic and foreign public companies and boards of directors across the energy, mining, manufacturing and financial services sectors on a broad range of general corporate matters, both day-to-day and in connection with strategic transactions, including exchange listing requirements, SEC reporting, corporate governance and ESG matters.

Mining and Minerals

• Perpetua Resources on multiple capital raising transactions to fund permitting and pre-production costs, including its $35 million common stock offering, $20 million at-the-market (ATM) program, silver royalty agreement with Franco-Nevada, and government grants and funding
• A TSX-listed Canadian mining exploration and development company in connection with its NYSE listing
• The initial purchasers on a Canadian diamond mining company’s $330 million inaugural 144A/Reg S offering of senior secured second lien notes

• The initial purchasers on multiple 144A/Reg S senior notes offerings by a leading Canadian resource company and the dealer managers on related tender offers
• The underwriters on multiple public offerings of common shares by a senior gold mining company under MJDS
• The initial purchasers on the $1 billion 144A offering of senior secured second lien notes by a global pure-play coal company
• Multiple public mining companies on U.S. reporting and governance matters, including under MJDS

Energy

• A major Australian energy company on U.S. securities matters in its merger with a subsidiary of a multinational mining and metal company with an approximately US$43 billion merged entity value and concurrent listing of American Depositary Shares on the New York Stock Exchange
• A Texas oil producer in liability management transactions in connection with its $6.4 billion acquisition of Permian-based energy company, including the redemption of $650 million principal amount of high yield senior notes with the proceeds of a $750 million public investment grade offering of senior notes and a $958 million bought deal secondary offering of common stock by the sellers
• A Canadian energy company on U.S. securities matters in connection with its $2.5 billion acquisition of a Virginia-based independent oil and gas corporation and $800 million offering of senior notes
• A Colorado-based independent oil and gas company on its uplisting on Nasdaq, M&A and multiple capital raising transactions, including a multi-level acquisition financing transaction
• A Texas-based oil producer on its $1.3 billion 144A offering of convertible senior notes with a capped call and concurrent cash tender offers for existing senior notes
• A Permian-based energy company on a 144A offering of $400 million in senior notes and on liability management in connection with its $12 billion sale to an international energy company
• A multinational corporation in its $4 billion secondary offering and concurrent private sale of common stock of a fullstream provider of integrated oilfield products, services and digital solutions
• The underwriters on an Alberta-based energy company’s C$1.5 billion MJDS bought deal offering of common shares
• The initial purchasers in offerings of $1.8 billion of priority guaranteed notes and over $2.0 billion of senior secured notes by a leading international provider of offshore contract drilling services and its subsidiaries
• An oil and gas producer on its private placement of $750 million fully amortizing notes backed by a portion of producing assets under 144A and 4(a)(2) and other oil and gas ABS offerings
• A Wyoming-based oil and gas exploration and development company in connection with its out-of-court restructuring, which deleveraged the Company’s balance sheet by approximately $580 million through a combination of transactions, including a cash tender offer for existing senior unsecured notes, redemption of all non-tendered notes, a fully-backstopped equity rights offering, and entry into an amended and restated credit facility
• Certain initial purchasers on an independent oil and natural gas company’s 1.5 Lien Senior Secured PIK Toggle Notes

Manufacturing

• A Riverstone-backed SPAC on its $1.2 billion business combination with a Brisbane-based developer and manufacturer of direct current fast chargers for electric vehicles
• A leading provider of wood pellets on $350 million offerings of tax-exempt green bond offerings; a $250 million private placement of preferred units; and a comprehensive review and restructuring through Chapter 11

• The initial purchasers on $625 million and €450 million 144A/Reg S senior notes offerings by a leading North American branded beverage company to finance acquisitions
• The underwriters on multiple offerings of senior notes by a global manufacturer of drivetrain and e-Propulsion systems
• The initial purchasers on a $200 million offering of 144A/Reg S senior notes by a global footwear company
• The initial purchasers on the inaugural 144A/Reg S offering of $500 million senior notes by a global specialty packaging company

Financial Services, Pension Plans and Sovereign Issuers

• A leading Canadian bank on over $15 billion in U.S. registered debt offerings, including its inaugural green bond and inaugural Additional Tier 1 (AT1) and NVCC subordinated notes offerings
• The underwriters on a Montreal-based bank’s U.S. medium term notes program, including over $9 billion in issuances
• The initial purchasers on 144A/Reg S senior notes offerings for major Canadian pension plans, including the $1.75 billion inaugural 144A/Reg S senior notes offering for one of the world’s largest pension plans
• The initial purchasers in the inaugural euroclearable offering by a South American sovereign of locally governed bonds and the dealer managers of a subsequent tender offer for the same bonds
• A global investment manager in the purchase of a $497 million loan portfolio, including reserve-based, midstream and non-drilling service credits

• Dallas Bar Association
• Dallas Women Lawyers Association