2009-03-31-2009-03-26-2009-07-01

Transaction Type
Announce Date
Post Date
Close Date
Estimated Price
115MM
Description

Bought company with assets in AB, SK, gaining 3,100 BOE/d, 5.6 MMBOE proved.

NAL Oil & Gas Trust, Calgary, (Toronto: NAE.UN) and The Manufacturers Life Insurance Co. has closed its acquisitions of Alberta Clipper Energy Inc., Calgary, (Toronto: ACN) for C$37 million in units and C$78 million in debt for a total deal value of approximately C$115 million. NAL issued 5.7 million units at C$6.45 per unit. Based on an exchange ratio of 0.078875 NAL units per Alberta Clipper share, the offer represents C$0.51 per share, a 34% premium over the preceding 20-day volume weighted average price. Concurrently, Manufacturers Life paid C$52.5 million in cash at closing for a 50% interest. Alberta Clipper assets are in Alberta and northeastern Saskatechewan. Production in March was 3,100 barrels of oil equivalent per day (65% gas), with 1,550 net following the Manufacturers Life acquisition. Proved reserves are 5.6 million barrels equivalent (2.8 million net) with 3 million barrels probable and 8.6 million barrels proved plus probable (4.3 million net). Upside potential includes 220,000 acres (110,000 net) of undeveloped land. After adjusting for undeveloped land valued at C$10 million, NAL values the deal at C$33,500 per flowing barrel, C$18.57 per proved barrel, and C$12.09 per proved plus probable barrel. NAL president and chief executive Andrew Wiswell says, "Since the announcement of the transaction we have received positive feedback from Alberta Clipper shareholders and we welcome them today as NAL unit holders. Through this transaction, the trust was not only able to strengthen its asset base, but also the depth and breadth of its technical staff with several key personnel from Alberta Clipper choosing to join the team at NAL." The acquisition adds approximately 900 barrels equivalent per day to NAL's Sylvan Lake region and provides additional potential locations in the Pekisko, Leduc and Ostracod horizons. In west-central Alberta, NAL will add 350 barrels per day in the Kaybob, Bigstone and Kakwa areas with additional gas prospects in the Gething, Cadomin and Montney zones. In northeastern British Columbia, the Beg and Trutch areas will gain an additional 300 barrels per day and offer long-term gas opportunities with significant upside potential in the Halfway, Montney and Debolt horizons. BMO Capital Markets was financial advisor to NAL. GMP Securities LP was financial advisor and FirstEnergy Capital Corp. was strategic advisor to Alberta Clipper.