On January 31, 2001, the plan of arrangement implemented by Startech Energy Inc. (Startech) whereby ARC Energy Trust (ARC Trust) indirectly acquired all the outstanding shares of Startech, closed. Enterprise value of the transaction was approximately $485 million. Shareholders of Startech voted overwhelmingly at an earlier shareholders’ meeting to approve the transaction in which, upon implementation of the plan, each shareholder received one common share of Impact Energy Inc. (Impact), a newly-created public corporation formed out of the deal and, at their choice, 0.96 of one trust unit of ARC Trust or 0.96 of one exchangeble share of ARC Resources Ltd. (ARC Resources), a wholly-owned subsidiary of ARC Trust, subject to a maximum of 15 million exchangeable shares. Following completion of the transaction, the common shares of Impact and the exchangeable shares of ARC Resources became listed on The Toronto Stock Exchange. The acquisition by ARC Trust increased its total assets from approximately $636 million to approximately $1.39 billion, to make it one of the largest royalty trusts in Canada.
Gowling Lafleur Henderson LLP’s Calgary office acted as counsel to Startech and Impact in the transaction with a team consisting of Brian Mainwaring, Greg Turnbull (securities), Kurtis Kulman (securities and regulatory), Léonard Serafini (securities, Montreal office), Murray Desrosiers, Andrew Gromnicki (securities), Martine Guimond (securities, Montreal office), Bob McCue, Deborah Neale, Alan Rautenberg (tax), Edie Gillespie (oil and gas, competition law), Eric Holden (employment), Peter Pastewka (court approval), Doug McCartney, Jason McCormick and Kevin Komosky (corporate/commercial).
Burnet, Duckworth & Palmer LLP represented ARC Trust and ARC Resources with a team consisting of Allan Twa, Q.C., Keith Greenfield (securities), John Brussa (tax), Dan McDonald, Q.C. (court approval), Alicia Quesnel and Jody Wivcharuk (competition law) and Bruce Allford (oil and gas). Carter, Ledyard & Milburn of New York City (John Whelan, securities; Howard Barnet and Rick Horne, tax) acted as United States counsel to Startech, while Paul, Weiss, Rifkind, Wharton & Garrison of New York City (Ted Maynard and Dan Miller, securities) acted as United States counsel to ARC Trust and ARC Resources.