Peter Nicholson, the founder and president of WCPD Inc., has reached a landmark achievement in Canadian finance by completing a $100 million Structured Flow-Through (SFT) deal with Skeena Resources in Vancouver. This record-breaking deal, completed in June 2024, was the largest of its kind in Canada. It reflects the increasing significance of this financing model for investors, exploration companies, and charitable organizations.
Flow-Through Shares have been a vital financing tool in Canada’s resource sector for decades. They allow clients to write off the entire amount of their investment from taxable income, effectively creating a 100% deduction. In 2006, WCPD (an acronym for Wealth Creation Preservation and Donation) helped pioneer the Structured Flow-Through model, otherwise known as Charity Flow-Through. This tax policy expanded the benefits even further, enabling investors to donate shares to charities and obtain additional tax credits through a charitable receipt.
WCPD’s Structured Flow-Through model builds on this by introducing a liquidity provider, or institutional buyer of Canadian junior mining and critical mineral shares. The liquidity provider instantly purchases the shares from the charity, at a discount. This mechanism removes the uncertainty of stock fluctuations tied to junior mining companies, while ensuring that charities receive a standard donation.
As a result, donors can claim both deductions (Flow-Through Shares and the charitable tax receipt), along with provincial incentives and the new critical mineral credit where eligible. For those in the top tax bracket, the structure reduces the after-tax cost of donating from fifty cents per dollar to as little as one cent.
There is also a for-profit component, where clients may keep the proceeds of sale from the liquidity provider. This cash, combined with the tax deductions, leads to an after-tax profit.
WCPD handles the entire process, from beginning to end, whereby the client and the charity receive a guaranteed outcome. There are no surprises.
Since 2006, WCPD has facilitated more than $350 million in donations for its clients across Canada, and $1.5 billion in financing for Canadian junior mining companies.
In an interview with InvestorNews, Nicholson emphasizes the value of shifting risk away from individual investors and onto liquidity providers. The outcome, he says, is a “triple win”: companies secure premium pricing for their shares, investors eliminate any stock market risk, and charitable organizations gain substantial financial support.
The $100 million Skeena Resources deal, completed in June 2024 in the Golden Triangle region of Vancouver, British Columbia, is a milestone in resource financing. Nicholson points out its record-setting scale: “That 100 million CDE was a record. The previous high was about $70 million, so this was a bit of a leapfrog.” The financing is part of Skeena’s broader $1 billion plan, with the CDE portion structured specifically for tax efficiency while advancing mineral exploration.
Nicholson’s leadership in this space spans decades. Active in flow-through financing since 1987, he completed Canada’s first-ever charity flow-through deal shortly after legislative changes allowed the structure in 2006. Since then, WCPD has facilitated more than 800 structured transactions using its model. “We’re still Canada’s leader in the number of transactions of Structured Flow-Through. We average about 60 or more closings a year, which is quite significant,” he explains.
Beyond WCPD’s own track record, Nicholson stresses the bigger significance for Canada’s mining and economic future.
“Although Flow-Through Shares have been around since the 1950s, the Structured Flow-Through Share model was only introduced in 2006,” he said. “Today, the Structured model makes up around 90% of all junior mining exploration in Canada. We are blessed with critical minerals in this country, and the government is keen to bring more of these materials to the market. These are building blocks of innovation, technology and green energy. So, this tax structure does play a big role in our economy.”
WCPD has built its reputation on combining financial innovation with philanthropy. The firm’s expertise and transparent method have enabled thousands of charities to benefit from donations of Structured Flow-Through Shares, while providing investors and issuers with an efficient and effective financing option.
For Canadian exploration companies, Nicholson advises early engagement with this structure to fully leverage its advantages, rather than waiting until the end of year. Typically, because Canadians often seek tax benefits in November and December, WCPD can often run a wait list for product.
Prospective issuers and investors can reach out through WCPD’s website or connect directly with Nicholson to learn more. With this record-breaking $100 million Skeena Resources transaction, WCPD continues to demonstrate how philanthropy, investment, and tax efficiency can work together to shape the future of Canada’s resource industry.
