Suncor/COS -- summary under Triangular Amalgamations

Overview. Suncor, a CBCA corporaton which acquired 73% of the common shares of Canadian Oil Sands on the basis of 0.28 of a Suncor common share for each COS common share, also holds one common share of Holdco, whose only asset is one common share of Newco (which has nominal assets). Newco will amalgamate with Canadian Oil Sands under the ABCA. On the amalgamation, the minority COS shareholders will receive 0.28 of a Suncor share for each COS share, and the 1 common share of Newco will be converted into the same number of common shares of Amalco as the number of COS shares formerly held by the minority shareholders. Holdco will likely then amalgamate under the ABCA with Newco.

See summary under M&A - Subsequent Acquisition Transactions - Amalgamations - Shares.