NCE Petrofund Internalizes Management Structure

On April 29, 2003, NCE Petrofund completed the internalization of its management structure through the acquisition by NCE Petrofund Corp., a wholly owned subsidiary of NCE Petrofund, of the outstanding shares of NCE Petrofund Management Corp., the manager of the trust. All management, acquisition and disposition fees payable to the manager have been eliminated effective January 1, 2003, which, along with the reduction in general and administrative costs expected to result from the consolidation of the ongoing management structure in Calgary, is expected to improve the trust’s long-term operating cost structure. The value of the deal is $29 million. CIBC World Markets Inc. was the financial advisor in connection with the internalization.

NCE Petrofund was represented by Goodman and Carr LLP, with a team that included Marvin Singer, Jenny Chu Steinberg, Nicholas Catros, Linda Misetich and Ivan Grbesic. NCE Petrofund’s special committee, which evaluated and negotiated the terms of the transaction, was represented by James Baillie, Q.C., and Jim Turner of Torys LLP.

Petro Assets Inc., the vendor, was represented by Aird & Berlis LLP, with a team that included Martin Kovnats, Jack Bernstein, Barbara Worndl, Tom Fenton and Maye Mouftah.