Kenneth G. Sam

Capital Markets Experience
Issuer Representations

• Eldorado Gold Corporation (NYSE;TSX): Dorsey serves as United States legal counsel to Eldorado Gold Corporation, a Canadian precious metals producer headquartered in Vancouver, BC. Eldorado Gold is a Canadian low-cost gold producer with over 20 years of experience building and operating gold mines in Europe, Asia and South America. Dorsey represented Eldorado Gold in connection with its public company registration with the United States Securities and Exchange Commission and listing on the American Stock Exchange (now, NYSE-MKT) in 2003, and subsequent graduation to the NYSE in 2009. Dorsey represented Eldorado Gold in connection with several financing transactions, including in US$600 million 144A Bond Offering (2012); Cdn$186 million Common Share Offering (2006); Cdn$77 million Common Share Offering (2004); Cdn$62 million Unit Offering (2003) and Cdn$32 million Unit Offering (2002), and M& A transactions, including its $2.4 billion acquisition of European Goldfields Ltd. (2012).
• Endeavour Silver Corp. (NYSE;TSX): Dorsey serves as United States legal counsel to Endearvour Silver Corp., a premier mid-tier silver mining company focused on the growth of its silver production, reserves and resources in Mexico. Since start-up in 2004, Endeavour has grown silver equivalent production from less than a million ounces to 11.4 million ounces in 2015. Endearvour operates three silver mines in Mexico. Dorsey represented Endeavour in connection with its public company registration with the United States Securities and Exchange Commission and listing on the American Stock Exchange (now, NYSE-MKT) in 2007, and subsequent graduation to the NYSE in 2011. Dorsey represented Endeavour in connection with several financing transactions, including in up to $40 million At-the-Market Offering (2014); up to $16.5 million At-the-Market Offering (2015); Cdn$56.3 million Equity Offering (2010); Cdn$18.5 million Equity Offering (2009); Cdn$20.3 million Equity Financing (2009).
• Vista Gold Corp. (NYSE-MKT; TSX): Dorsey serves as United States legal counsel to Vista Gold Corp., a gold project developer headquartered in Denver, Colorado. Vista Gold’s principal asset is its flagship Mt Todd gold project in Northern Territory, Australia. Dorsey represents Vista Gold in connection with its public company filings with the United States Securities and Exchange Commission. Dorsey represented Vista Gold in connection with several financing transactions, including a $17.3 million Equity Offering (August 2016); its $12.8 million disposition of Midas Gold Co. Equity (February 2014); a $11.5 million Equity Offering (2012); a $15 million Equity Financing (2012); a $29.7 million Equity Offering (2011); a $33.75 million Equity Offering (2010); and a $23 million Equity Offering (2009). Dorsey represented Vista Gold in connection with its spin-off of Midas Gold Co. in 2011. 
• Alexco Resource Corp. (NYSE-MKT; TSX): Dorsey serves as United States legal counsel to Alexco Resource Corp., a Canadian exploration and development company headquartered in Vancouver, BC. Alexco owns owns the historic Keno Hill Silver District, located in Canada's Yukon Territory. The Bellekeno silver mine, one of the world's highest-grade silver mines with a production grade of up to 1,000 grams per tonne, commenced commercial production at the beginning of calendar year 2011 and was Canada's only operating primary silver mine from 2011 to 2013. Dorsey represented Alexco in connection with its public company registration with the United States Securities and Exchange Commission and listing on the American Stock Exchange (now, NYSE-MKT). In addtion, Dorsey represented Alexco in connection with several financing transactions, in Cdn.$13 million Equity Offering (May 2016); Cdn$4 million Equity Offering (December 2015); Cdn$8.1 million Equity Offering (2014); Cdn$7 million Flow Through Equity Financing (2013); Cdn$41 million Equity Offering (2010); Cdn$25.725 million Equity Offering (2010); Cdn$9.5 million Flow Through Share Offering (December 2009); Cdn$6 million Equity Offering (2009); Cdn$7 million Equity Offering (2008).
• Entrée Gold Inc. (TSX; NYSE-MKT): Dorsey serves as United States legal counsel to Entrée Gold Inc., a Vancouver-based mineral resource company focused on the exploration, development and acquisition of base metal projects. One of Entrée’s core assets, the Ann Mason project in Nevada, is uniquely attractive in terms of size, exploration potential, development profile, and jurisdictional safety. In addition to Nevada, since 2002, Entrée has been a part of the immense Oyu Tolgoi mining complex in Mongolia. Dorsey represented Entrée Gold in connection with its public company registration with the United States Securities and Exchange Commission and listing on the American Stock Exchange (now, NYSE-MKT). In addition, Dorsey reprsented Entrée Gold in connection with a number of capital markets transactions, including in a Cdn.$7 million Equity Offering (January 2017); Cdn$10 million Equity Offering (2013); Cdn$14.4 million Equity Offering (2011).
• Exeter Resource Corporation (NYSE-MKT; TSX): Dorsey serves as United States legal counsel to Exeter Resource Corporation. Exeter, founded in 2003, is a mineral exploration company engaged in the acquisition, exploration and development of resource properties in the Americas. Exeter is focused on the exploration and development of the Caspiche copper gold porphyry project in the Maricunga District in Chile. Dorsey represented Exeter in connection with its public company registration with the United States Securities and Exchange Commission and listing on the American Stock Exchange (now, NYSE-MKT). In addition, Dorsey reprsented Exeter in connection with a number of capital markets transactions, including in Cdn$50 million Equity Offering (2010); Cdn$50 million Equity Offering (2009); Cdn$29 million Equity Offering (2009).
• Golden Queen Mining Co. Ltd. (TSX; OTCQX): Dorsey serves as United States legal counsel to Golden Queen Mining Co. Ltd., a gold project producer headquartered in Vancouver, B.C. Golden Queen’s principal asset is its flagship property the 50% owned Soledad Mountain Project, a gold-silver project located is located 5 miles south of the town of Mojave in Kern County, southern California. The Soledad Mountain Project uses conventional open pit mining methods and the cyanide heap leach and Merrill-Crowe processes to recover gold and silver from crushed, agglomerated ore. Dorsey represents Golden Queen in connection with its public company filings with the United States Securities and Exchange Commission and serves as Golden Queen’s Principal American Liason on the U.S. OTCQX. Dorsey represented Golden Queen in connection with several transactions, including a $16.1 million Equity Financing (August 2016); the amendments to a $37.5 million term loan and the $110 million Soledad Mountain Project joint venture transaction with Gauss LLC, a joint venture owned by Leucadia National Corporation and Auvergne, LLC. Golden Queen is publicly traded in Canada on the Toronto Stock Exchange and in the United States on the OTCQX.
• Timberline Resources Corp. (OTCQB): Dorsey serves as legal counsel to Timberline Resources Corp., a gold exploration and development company focused in Nevada. Dorsey represented Timberline in connection with its public company registration with the United States Securities and Exchange Commission and listing on the American Stock Exchange (now, NYSE-MKT). In addition, Dorsey reprsented Timberline in several transactions, including several Equity Financings in 2016 and 2015; a $1 million Bridge Loan (2014); $5 million Equity Offering (2011); Shelf Registration of $6.8 million Equity Offering (2009).
• Nevada Copper Corp. (TSX): Dorsey serves as United States legal counsel to Nevada Copper Corp., a Canadian exploration and development company headquartered in Vancouver, BC. Nevada Copper owns 100% of the Pumpkin Hollow Copper Development Property located in Nevada, United States. Pumpkin Hollow is a large advanced stage development copper property with substantial reserves and resources including copper, gold, silver, as well as a large iron resource. Dorsey represented Nevada Copper in connection with several financing transactions, including a $20 million Bridge Loan Facility (2014); a $24 million Equipment Financing (2013); a $200 million Credit Facility (2013); a Cdn$65 million Equity Offering (2011); and a Cdn$23.675 million Equity Offering (2010). Nevada Copper is publicly traded on the Toronto Stock Exchange.
• Oncolytics Biotech, Inc. (TSX; OTCQB): Dorsey serves as United States legal counsel to Oncolytics Biotech, Inc., a clinical-stage oncology company focused on the development of oncolytic viruses for use as cancer therapeutics in some of the most prevalent forms of the disease. Dorsey represented Oncolytics in connection with its public company registration with the United States Securities and Exchange Commission and listing on NASDAQ. In addition, Dorsey reprsented Oncolytics in connection with several financing transactions, including in a $4.6 million At-The-Market Facility (February 2016); $20 million At-The-Market Facility (October 2014); $26 million At-The-Market Facility (February 2014); $32 million Equity Offering (February 2013); $21.3 million Equity Offering (February 2012); $25 million Equity Offering (November 2010); $12.75 million Equity Shelf Offering (November 2009); Cdn$6.9 million Equity Shelf Offering (May 2009); Cdn$12 million Unit Offering (February 2007); Cdn$16.48 million Unit offering (December 2005).
• Corvus Gold Inc. (TSX; OTCQX): Dorsey serves as legal counsel to Corvus Gold Inc., a leading exploration and development company with the ultimate goal of becoming a non-operating gold producer with significant carried interest and royalty exposure. Dorsey assisted Corvus in connection with its registration with the United States Securities and Exchange Commission and listing on the OTCQX. In addition, Dorsey represented Corvus in connection with several transactions, including a Cdn$2.7 million Equity Financing (July 2016); Cdn$2 million Equity Financing (September 2015); Cdn$4.5 million Equity Financing (February 2015); Cdn$6.2 million Registered Equity Offering (August 2014).
• Uranerz Energy Corp. (NYSE-MKT; TSX): Dorsey served as United States legal counsel to Uranerz Energy Corporation, a uranium producer with properties in Wyoming. Dorsey represented Uranerz in connection with its public company registration with the United States Securities and Exchange Commission and listing on the American Stock Exchange (now, NYSE-MKT) in 2006. Dorsey represented Uranerz in connection with several equity financing transactions, including in $12 million Registered Equity Offering (July 2014); $20 million State of Wyoming Loan Facility (November 2013); $20 million At-The-Market Equity Offering (December 2010); $20 million Equity Offering (October 2009). Uranerz was acquired by Energy Fuels Inc. in 2015.
• SilverCrest Mines Inc. (NYSE-MKT; TSX): Dorsey served as United States legal counsel to SilverCrest Mines Inc., a Canadian precious metals producer headquartered in Vancouver, BC. SilverCrest's flagship property is the 100%-owned Santa Elena Mine, located 150 km northeast of Hermosillo, near Banamichi in the State of Sonora, Mexico. Dorsey represented Silvercrest in connection with its public company registration with the United States Securities and Exchange Commission and listing on the NYSE-MKT in 2012 and several financing transactions, including $23 million Equity Financing (March 2014); $34.5 million Equity Offering (October 2012); and Cdn$30 million Equity Offering (May 2011). Dorsey served as SilverCrest’s United States legal counsel in connection with its acquisition by First Majestic Resource Corp. in 2015, a transaction valued in excess of $115,000,000.
• Arizona Mining Inc. (TSX): Dorsey acted as US counsel to Arizona Mining in connection with a Cdn$36 million underwritten offering of common shares (December 2016).
• Mitra Energy Inc. (TSX): Dorsey acted as U.S. legal counsel to Mitra in connection with a Cdn$53 million non-brokered private placement (November 2016).
• Newcastle Gold Ltd. (TSX): Dorsey acted as U.S. legal counsel to Newcastle in connection with a Cdn$18.5 million bought deal offering of common shares (November 2016).
• SilverCrest Metals Inc. (TSX): Dorsey acted as U.S. legal counsel to SilverCrest in connection with a Cdn$10 million equity offering (November 2016).
• Tintina Resources Inc. (TSXV): Dorsey acted as U.S. legal counsel in to Tintina connection with a Cdn$6 million rights offering (November 2016).
• JDL Gold Corp. (formerly known as Lowell Copper Ltd.)(TSX): Dorsey acted as U.S. legal counsel in to JDL connection with a Cdn$60 million subscription receipts offering (October 2016).
• Copper Mountain Mining Corporation (TSX): Dorsey acted as U.S. special legal counsel to Copper Mountain in connection with a Cdn$7.5 million bought deal public offering (July 2016).
• Canadian Zinc Corporation (TSX): Dorsey acted as U.S. legal counsel in connection with a Cdn$10.2 million brokered placement (July 2016).
• Kootenay Silver Inc. (TSXV): Dorsey acted as U.S. legal counsel in connection with a Cdn$6 million brokered placement (July 2016).
• Northern Vertex Mining Corp. (TSXV): Dorsey acted as U.S. legal counsel to Northern Vertex Mining Corp. in connection with a Cdn$7.2 million non-brokered private placement (July 2016).
• RTG Mining Inc. (TSX): Dorsey acted as U.S. legal counsel to RTG in connection an approximately US$15 million in a private placement (July 2016).
• Rye Patch Gold Corp. (TSXV): Dorsey acted as U.S. legal counsel to Rye Patch Gold in connection with a Cdn$49 milliuon brokered private placement of subscription receipts (July 2016).

Underwriter Representation

BMO Capital Markets:

• Counsel to BMO Capital Markets in $34.5 million Equity Offering by Golden Star Resources (August 2016) and $65.0 million convertible senior offering by Golden Star Resource (July 2016).
• Counsel to BMO Capital Markets in At-the-Market offerings by Couer Mining, Inc. (2016).
• Counsel to BMO Capital Markets in $173 million Equity Offering by Detour Gold (March 2014); $106 million Equity Offering by Detour Gold (December 2012); $277 million Equity Offering by Detour Gold (February 2012); Counsel to BMO Capital Markets and TD Securities Inc. in Cdn$427.6 million equity offering by Detour Gold (August 2011); Counsel to BMO Capital Markets, RBC Dominion Securities Inc. and UBS Securities Canada in Cdn$500 million convertible debenture offering by Detour Gold (December 2010); and BMO Capital Markets, TD Securities Inc. and RBC Capital Markets in Cdn$282 million equity offering by Detour Gold (July 2010).

Haywood Securities Inc.:

• Counsel to Haywood Securities Inc. and Agents in Cdn$15.2 million Equity Offering by Santacruz Silver Mining Ltd. (July 2016).
• Counsel to Haywood Securities Inc. and Agents in Cdn$44.4 million Equity Offering by Coalspur Mines Limited (May 2011).
• Counsel to Haywood Securities Inc. and Agents in Cdn$13.2 million Equity Offering by Mirasol Resources Ltd. (December 2011).

Canaccord Genuity Corp.:

• Counsel to Canaccord Genuity Corp. in Cdn$40.4 million Equity Offering by Santacruz Silver Mining Ltd. (February 2013).

Mergers and Acquisitions

• SilverCrest Mines Inc.: Counsel to SilverCrest Mines Inc. in connection with acquisition by First Majestic Resource Corp. in 2015.
• JDL Gold Corp.: Counsel to JDL Gold Corp. (formerly known as Lowell Copper Ltd.) in connection with business combination by the Lowell, Anthem United Inc. and Gold Mountain Mining Corporation to create JDL Gold Corp., a new diversified gold and copper production and development company in 2016.
• Timberline Resources Corporation: Counsel to Timberline Resources Corporation in acquisition of Wolfpack Gold (Nevada) Corp. (August 2014).
• ISC, Inc.: Counsel to ISC, Inc. in combination to form Venture Tech, Inc. (August 2014).
• RTG Mining Inc.: Counsel to RTG Mining Inc. in acquisition of Sierra Mining Limited (June 2014).
• Crescent Point Energy (US) Corp.: Counsel to Crescent Point Energy (US) Corp. in $800 million acquisition of Ute Energy Upstream Holdings LLC (November 2012).
• Esperanza Resources Corp.: Counsel to Esperanza Resources Corp. in Cdn$69.4 million acquisition by Alamos Gold Inc. (August 2013).
• Eldorado Gold Corporation: Counsel to Eldorado Gold Corporation in $2.4 billion acquisition of European Goldfields Ltd. (February 2012).
• Minefinders Corporation Ltd.: Counsel to Minefinders Corporation Ltd. in $1.5 billion acquisition by Pan American Silver Corp. (March 2012).
• Pacific Rim Mining Corp.: Counsel to Pacific Rim Mining Corp. in acquisition by OceanaGold Corporation (November 2013).