ARC Acquires Star Oil and Gas

On April 16, 2003, ARC Resources Ltd., on behalf of ARC Energy Trust, acquired all the shares of Star Oil and Gas Ltd. from United Energy, LLC in consideration of the amount of $710 million, including the assumption and retirement of approximately $187 million in debt. The acquisition was financed through bank financing and the issuance of $320 million in convertible, unsecured, subordinated debentures of the trust. ARC concurrently disposed of certain producing properties and undeveloped acreage to third parties for $78.2 million.

Subsequent to the closing of the acquisition, United Energy converted $200 million of the debentures into trust units and sold all the acquired trust units, as well as the balance of the outstanding debentures it owned, by way of a secondary offering, which was completed on June 10.
ARC was represented in Canada, by Burnet, Duckworth & Palmer LLP with a team that included Allan Twa, Q.C., and Keith Greenfield and Stephen Chetner (securities), Bruce Allford and Mark Houston (energy), John Brussa and David Ross (tax), John Wilmot (banking), Richard Smith (employment) and Alicia Quesnel (regulatory); and in the U.S., by Paul, Weiss, Rifkind, Wharton & Garrison LLP with a team that included Edwin Maynard and Ian Putnam.

United Energy was represented in-house by Brian Sullivan, vice-president and general counsel, and counsel Anita Gilliam and Martha McGlothlin Gayle; in Canada, by Bennett Jones LLP with a team that included Rob Desbarats (energy), John Kousinioris and Took Whiteley (securities), Stan Ebel (tax) and John Gilmour (employment); and in the U.S., by Jones Day with a team that included J. Lawrence Manning, Jr., Kristi Drefke and Candace Ridgway.


David W. Ross J. Lawrence Manning Ian Putnam Stanley R. Ebel Candace Ridgeway Keith A. Greenfield Alicia K. Quesnel Allan R. Twa John A. Brussa R. Bruce Allford Mark T. Houston John R. Gilmore John H. Kousinioris Stephen J. Chetner Kristi Drefke John A. Wilmot Edwin S. Maynard Richard B. Smith Robert P. Desbarats


Burnet, Duckworth & Palmer LLP Paul, Weiss, Rifkind, Wharton & Garrison LLP Bennett Jones LLP Jones Day