~Gaffney & Palermo

Blackwall maintains a strong consulting relationship with Gaffney & Palermo Lawyers.  Its principals, Marisa Palermo and Sarah Gaffney-Smith, established Gaffney & Palermo in early 2021.  Both Sarah and Marisa have extensive experience at top-tier law firms, respectively practising in the areas of Corporate Advisory and Energy and Resources.  You can contact them directly via their website.

Marisa and Sarah consult to Blackwall Legal providing support to our existing corporate and commercial team when required.

Marisa Palermo

Marisa specialises in the corporate advisory and energy and resources law, collaborating with our clients to provide sensible, commercially driven legal advice.

Specifically, Marisa’s focus is in the following areas:

• advising clients in relation to oil and gas, and mining exploration assets in Australia and offshore jurisdictions;
• managing end-to-end transaction processes from due diligence to closing;
• negotiating, preparing and advising clients on a variety of transactions and documentation including, sale and purchase agreements, earn-in and joint venture / joint operating arrangements, shareholders agreements and seismic data acquisition and multi-client licencing arrangements;
• coordinating and conducting due diligence;
• preparation of “template” agreements and deeds;
• collaborating with financial, tax and foreign legal advisors to ensure complete structural advice; and
• liaising with government departments both in Australia and other jurisdictions.

Marisa has also participated in training on legal project management, design thinking and change management.

Sarah Gaffney-Smith

Sarah advises listed and unlisted entities in relation to equity capital raisings including placements, rights issues, securities purchase plans, IPOs, ASX and TSX listings, and backdoor listings. Sarah also advises on share and asset acquisitions and disposals, shareholder agreements and due diligence investigations. Sarah has extensive experience in “head office” matters including in relation to Corporations Act and ASX Listing Rules compliance, continuous and periodic disclosure obligations, corporate governance, shareholder meetings, employee incentive schemes, directors’ duties and related party transactions.

Sarah has previously worked at top tier national firms as well as the corporate regulator, ASIC.  Sarah’s recent transactional work includes:

• advising Pelican Resources Ltd (now Sunshine Gold Ltd) on the acquisition and backdoor listing of XXXX Gold Pty Ltd, a gold/copper focussed company with projects in North Queensland;
• advising Eclipse Metals Ltd on the acquisition of 100% ownership of exploration tenure covering the Ivittuut cryolite deposit and mine located in southwestern Greenland;
• advising Mali Lithium Ltd (now Firefinch Ltd) on its $10 million share purchase plan;
• advising Ardiden Ltd in relation to its $4.5 million private placement;
• assisting numerous ASX listed entities to update their corporate governance policies, procedures and disclosures for compliance with the 4^th edition of the Corporate Governance Principles and Recommendations which became effective in 2020.