ARC Energy Trust Buys Imperial Oil and ExxonMobil Subsidiaries

On December 16, 2005, ARC Energy Trust (ARC), headquartered in Calgary and one of the largest conventional royalty trusts in North America, completed the acquisition of all of the shares of wholly owned subsidiary companies of Imperial Oil Resources and ExxonMobil Canada Energy that own a 45.57 per cent working interest in the North Pembina Cardium Unit No. 1 and all of the shares of a wholly owned subsidiary of Imperial Oil Resources that owns a principal interest in the Redwater oil field in central Alberta. The acquisition was completed for approximately $462 million.

ARC financed the acquisition with a combination of debt and equity, including an offering of 9 million trust units to raise gross proceeds of approximately $240 million on a bought deal basis. The underwriting syndicate was led by RBC Capital Markets and included BMO Nesbitt Burns Inc., CIBC World Markets Inc. Scotia Capital Inc., National Bank Financial Inc., TD Securities Inc., FirstEnergy Capital Corp., Canaccord Capital Corp., HSBC Securities (Canada) and Raymond James Ltd.

On the acquisition, ARC was represented by Burnet, Duckworth & Palmer LLP (BD&P) with a team that included Bruce Allford, Stuart Money, John Goetz, Danielle Parrotta, Amanda Harris, Carolyn Wright and Jason Bilinsky (oil and gas), Jody Wivcharuk (competition), John Wilmot (banking) and Jeff Fortin (tax).

On the financing, ARC was represented by BD&P with a team that included Allan Twa, Q.C., and Keith Greenfield (securities). The underwriting syndicate was represented by Macleod Dixon LLP with a team that included Dan Baxter, Marcus Archer and Karen Uehara (securities).

ExxonMobil Canada Energy and Imperial Oil Resources were represented by in-house counsel, Allan Sears and Jacqueline Dressler, with assistance from a team at Osler, Hoskin & Harcourt LLP that included Don Watkins, Q.C., and Stan Ebel (tax) and Mark Smith and Simon Baines (oil and gas).