Anderson/Freehold -- summary under Loss Utilizations/TRAs

The Anderson shareholders will transfer all their common shares of Anderson under an Alberta Plan of Arrangement to a new Alberta company (New Anderson) in exchange for an equal number of New Anderson common shares. Anderson then will transfer most of its assets to New Anderson, other than shallow gas assets (which are considered to be non-core assets) in consideration for assumption of liabilities and the issuance of New Anderson common shares – which will then be distributed to New Anderson for cancellation as a stated capital distribution. New Anderson will then sell Anderson to Freehold for $35 million. It is anticipated that by virtue of a ITA s. 66.7(7)(e) successor election, New Anderson will acquire resource pools of Anderson, whereas Anderson will retain non-capital losses and undepreciated capital cost of $222 million (with the $35 million purchase price subject ot adjustment if such tax attributes are less than $222 million).

See full summary under Spin-Offs & Distributions – Taxable Spin-offs.