Joanna Enns

Overview

Joanna advises on strategically significant US and global natural resource and infrastructure development involving private investment, government-backed financing, national security considerations, and critical supply chain resilience. She represents issuers and investment banks in a broad range of 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 representing many 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, aviation, 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.

Experience

Some of Joanna’s experience was prior to joining Hunton.

Mining and Minerals

Perpetua Resources with a $2.9 billion senior secured project finance loan from the Export-Import Bank of the United States (EXIM). The financing, which is the largest loan under EXIM’s MMIA initiative and EXIM’s fourth largest loan on record, supports the development of Perpetua’s Stibnite Gold Project in Idaho.
International Tower Hill Mines Ltd. in its $75,000,000 public offering of common stock and concurrent $40 million private placement from Paulson & Co. Inc.
Perpetua Resources with a $71.2 million public offering and a concurrent $6.8 million private placement.
Perpetua Resources with a landmark strategic equity investment of $180 million from Agnico Eagle Mines Limited and $75 million from JPMorganChase to finance the development of the Stibnite Gold Project in Idaho.
Perpetua Resources with an $325 million upsized public offering, with an over-allotment option for the underwriters to purchase up to an additional 3,693,300 common shares, and a concurrent $100 million private placement from Paulson & Co. Inc.
Perpetua Resources with 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, and silver royalty agreement with Franco-Nevada.
A TSX-listed Canadian mining exploration and development company with its New York Stock Exchange (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 the Multijurisdictional Disclosure System (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 US reporting and governance matters, including under MJDS.

Energy

A major Australian energy company with US securities matters in its merger with a subsidiary of a multinational mining and metal company with an approximately $43 billion merged entity value and concurrent listing of American Depositary Shares on the NYSE
A Texas oil producer in liability management transactions 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 US securities matters 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 with its uplisting on Nasdaq, M&A, and multiple capital raising transactions, including a multi-level acquisition financing transaction.
A Texas-based oil producer with 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 with a 144A offering of $400 million in senior notes and on liability management with its $12 billion sale to an international energy company.
A multinational corporation with 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 with an Alberta-based energy company’s C$1.5 billion MJDS bought deal offering of common shares.
The initial purchasers with 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 with 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 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 with an independent oil and natural gas company’s 1.5 Lien Senior Secured PIK Toggle Notes.

Manufacturing

A Riverstone-backed SPAC with 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 with $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 with $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 with over $15 billion in US registered debt offerings, including its inaugural green bond and inaugural Additional Tier 1 (AT1) and NVCC subordinated notes offerings.
The underwriters with a Montreal-based bank’s US medium term notes program, including over $9 billion in issuances.
The initial purchasers with 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 with 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 with the purchase of a $497 million loan portfolio, including reserve-based, midstream, and non-drilling service credits.

Aviation

Space Exploration Technologies Corp. (SpaceX) with its historic IPO on Texas law and corporate governance matters. SpaceX is a Texas corporation governed by the Texas Business Organizations Code. SpaceX raised $75 billion, making the IPO the largest in history.
The initial purchasers with a Canadian airline’s inaugural Rule 144A/Reg S senior notes offering.
A US airline with the negotiation of over $4 billion in funding under the CARES Act.
A US airline with a $2 billion SEC-registered convertible notes offering.