Petrobank and TriStar Combine to Form PetroBakken Energy

On October 1, 2009, Petrobank Energy and Resources Ltd. (Petrobank) and TriStar Oil & Gas Ltd. (TriStar) completed a strategic combination creating a new publicly listed company, PetroBakken Energy Ltd. that is a premier, Bakken-focused, light oil exploration and production company. Petrobank capitalized PetroBakken with its Canadian Business Unit assets and $400 million of cash. PetroBakken then acquired all the outstanding shares of TriStar. In return, Petrobank received 109.8 million common shares of PetroBakken (approximately 64 per cent of PetroBakken's anticipated shares outstanding). Consideration to TriStar shareholders consisted of a combination of PetroBakken common shares and cash. PetroBakken has a market capitalization of approximately $6 billion. Independently, each of Petrobank and TriStar has been an industry leader in applying new, leading edge technologies to unlock the true potential of the Bakken resource play in southeastern Saskatchewan.

Acting for Petrobank and PetroBakken were Andrea Hatzinikolas, assistant corporate secretary and general counsel of Petrobank, and McCarthy Tétrault LLP with a team led by Andrew D. Grasby with Michael J. Bennett (business law); Yves Comtois (competition); Douglas S. Ewens, QC (tax); Peter C. Keohane (energy); Robert W. Nearing (tax) and Douglas T. Yoshida (litigation).

TriStar was represented by Heenan Blaikie LLP, with a team led by James Pasieka with Thomas N. Cotter, Mark Franko and Tim Sweeney. Also advising TriStar were Dallas L. Droppo, QC, and Cameron Proctor from Blake, Cassels & Graydon LLP.

In connection with the acquisition of TriStar and the formation of PetroBakken, a syndicate of lenders provided PetroBakken with senior secured syndicated credit facilities in the aggregate amount of $1.05 billion. Blake, Cassels & Graydon LLP acted for the lenders with a team led by Kevin Fougere with Robert MacGregor and Kristin Long.

McCarthy Tétrault LLP acted for PetroBakken with a team led by Daniel E. Sears and including Josh Stachniak.