Fairborne Energy Creates Fairborne Energy Trust

On June 1, 2005, Fairborne Energy Ltd. (Fairborne), an oil and gas exploration development company headquartered in Calgary, completed a $700 million plan of arrangement and trust conversion resulting in the creation of Fairborne Energy Trust (the Trust), a new oil and gas energy trust that acquired approximately 90 per cent of Fairborne’s existing producing assets, and the creation of Fairquest Energy Ltd. (Fairquest), a junior oil and natural gas exploration and development company, which acquired the balance of Fairborne’s oil and natural gas assets and certain undeveloped land.

Fairborne, the Trust and Fairquest were represented by Burnet, Duckworth & Palmer LLP with a team that included Steve Cohen, Grant Zawalsky, Michael Sandrelli, Spencer Coupland and Teji Sandhar (corporate and securities) and Gina Ross (employment), and by Felesky Flynn LLP with a team that included Joe Struck, Q.C., Craig McDougall and Brett Anderson (tax). Banking and oil and gas matters for Fairborne and Fairquest were handled by McCarthy Tétrault LLP in Calgary, with a team that included Rob Depoe and Dan Sears.

A $140 million credit facility was provided to the Trust by a syndicate of lenders led by the Royal Bank of Canada, who were represented by Bill Guinan, and George Kelly (corporate securities) and Suzanne Davies (corporate commercial) of Borden Ladner Gervais LLP in Calgary.

In addition, a $16 million credit facility was provided to Fairquest by the Bank of Nova Scotia and Alberta Treasury Branches, who were represented by Gowling Lafleur Henderson LLP in Calgary with a team that included Tom Cumming, Rick Myers and Nick Salaysay.

Computershare Trust Company of Canada, the trustee of the Trust, was represented by Kent Kufeldt of Macleod Dixon LLP in Calgary.