Enerplus and Acclaim Acquire Interest in Chevron Canada Resources (Western)

The sale of its interest in the Chevron Canada Resources (Western) partnership was completed by Chevron to Enerplus Resources Fund and Acclaim Energy Trust on June 30, 2004. The sale price was $1.089 billion. Enerplus’ and Acclaim’s respective shares of the sale price were $655.3 million and $433.7 million. Subsequent to the completion of the acquisition from Chevron, certain of the partnership properties that were acquired by Enerplus were sold to Paramount Resources Ltd. for a sale price of $189 million.

Enerplus was represented in-house by David McCoy, vice-president and general counsel, and by Blake, Cassels & Graydon, with a team that included Brock Gibson, Mungo Hardwicke-Brown, Ron Deyholos, Chad Schneider, Chris Christopher, Ben Rogers, Kent Chicilo, Mark Lewis, Mike Munoz, Chris Orr, Ron Mar, Ed Gill, Dan Fournier, Kevin Fougere, Brian Facey, Marianne Smith and Brian Thiessen.

Acclaim was represented by a team from Burnet, Duckworth & Palmer (BD&P) comprised of Brian Evans, Alicia Quesnel and Mark Houston (oil and gas and corporate commercial), Jody Wivcharuk (competition), Richard Smith and Richard Steele (employment), Keith Miller (regulatory), Barry Crump and Doug Mills (special due diligence) and Stuart Money, Katherine Pybus, Jason Bilinsky, Danielle Parrotta, John Goetz, Neil Prendergast and Carolyn Wright (oil and gas).

Paramount was represented by its in-house legal group comprised of Chuck Morin, general counsel, Gail Yester, Anne Love and Debra Hawker; and a team from Heenan Blaikie that included Mitch Shier, Rod Ferguson, Brian Bidyk, Lloyd Symons and Dan Sears (corporate/commercial), Subrata Bhattacharjee (competition) and Robb Beeman, Kate Morisset and Jillian Frank (employment).

Chevron was represented by vice-president and general counsel, Marcia Decter, and in-house counsel Kevin Archibald, Bill Harvey and Barb Patching, who quarterbacked a team of outside counsel from Bennett Jones that included Rob Desbarats, Janice Buckingham, Jo’Anne Strekaf, John Gilmore, Christopher Brown and Andrew Lamb; a team from Osler, Hoskin & Harcourt comprised of Don Watkins, Q.C., David Tetreault, Stan Ebel, Simon Thompson, Nancy Diep and Sasha Nowicki on the tax side, and Frank Turner and Andrée Blais on the commercial side; and Robert James of Pillsbury Winthrop.

In connection with the transaction, Enerplus issued $301.8 million of subscription receipts (which converted into trust units upon closing of the acquisition) to a syndicate of underwriters led by CIBC World Markets Inc. Blakes also represented Enerplus in this financing with a team consisting of Brock Gibson, Chad Schneider and Cam Proctor (securities) and Ron Mar and Ed Gill (tax). Allan Twa, Q.C., Jay Reid and James Kidd of BD&P represented the underwriters.

In connection with the acquisition, Acclaim issued $200.2 million of subscription receipts (exchanged for trust units upon closing of the transaction) and $75 million of convertible unsecured subordinated debentures to a syndicate of underwriters led by BMO Nesbitt Burns Inc., TD Securities Inc. and CIBC World Markets Inc. BD&P represented Acclaim in connection with this financing, with a team that included Bill Maslechko, Fred Davidson and Tom Mix (securities) and John Brussa and David Ross (tax). Chris Nixon and Alyson Goldman of Stikeman Elliott represented the underwriters.

Concurrently with the implementation of the transaction, Acclaim amended its credit facilities with a syndicate of lenders led by the Toronto Dominion Bank and Bank of Montreal to provide for sufficient additional funding to complete the purchase of Acclaim’s interest in the partnership. Acclaim was represented by John Wilmot and Jay Ratzlaff of BD&P. The lending syndicate was represented by Rick Borden, Mike Wylie and Gary Rose of Macleod Dixon.