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See "Offer to Purchase — Number of Shares and Pro-Ration". Specified Amount. ...

Centerra /Thompson Creek-- summary under Share-for-Share Summary Under Tax Topics- Public Transactions- Mergers & Acquisitions- Mergers (mostly Plans of Arrangement)- Share-for-Share s. 85.1/Code "B" reorg acquisition of Thompson Creek for Centerra Gold shares Overview Centerra Gold is proposing to acquire all of the shares of Thompson Creek under a B.C. ...

Yamana/Brio Gold-- summary under Taxable rights offerings Summary Under Tax Topics- Public Transactions- Spin-Offs & Distributions- Taxable rights offerings taxable dividend of options to acquire shares of a Yamana gold subsidiary Overview Yamana Gold is proposing to distribute a part interest in a gold-mining subsidiary (Brio Gold) to its shareholders through a dividend-in-kind of rights to purchase common shares of Brio Gold from Yamana for a specified per-share price. ...

Newmarket/Kirkland Lake-- summary under Triangular Amalgamations Summary Under Tax Topics- Public Transactions- Mergers & Acquisitions- Amalgamations- Triangular Amalgamations triangular amalgamation of Kirkland Lake with Newmarket Gold sub Overview Kirkland is to be amalgamated with Subco on a triangular amalgamation occurring as part of a CBCA Plan of Arrangement, so that the Kirkland shareholders will have their shares cancelled on the amalgamation in consideration for receiving shares of Newmarket (to be renamed Kirkland Lake Gold Ltd.) ...

Brookfield/Trisura Group-- summary under Subsidiary distribution Summary Under Tax Topics- Public Transactions- Spin-Offs & Distributions- Taxable dividends-in-kind- Subsidiary distribution taxable-dividend distribution by Brookfield Asset Management of Trisura Group Overview Brookfield Asset Management is proposing to transfer subsidiaries, carrying on a Canadian, U.S. and international insurance business, to a newly-incorporated Ontario subsidiary (Trisura Group), and then distribute its shares of Trisura Group to the Brookfield shareholders as a taxable dividend. ...

Leagold/Brio Gold-- summary under Triangular Amalgamations Summary Under Tax Topics- Public Transactions- Mergers & Acquisitions- Amalgamations- Triangular Amalgamations triangular amalgamation preceded by s. 15(1)(c) warrant issuance Overview The proposed acquisition of Brio Gold by Leagold under an Ontario Plan of Arrangement would entail Brio Gold first issuing 2-year warrants on its shares for nil consideration to all its shareholders (with that issuance not being a shareholder benefit based on the s. 15(1)(c) safe harbour) and then the Brio Gold shareholders exchanging their shares and warrants for shares of Leagold on a rollover basis under ss. 87(4) and (5) under a s. 87(9) triangular amalgamation (also occurring under the Arrangement) of Brio Gold with a Newco sub of Leagold. ...

Kinder Morgan-- summary under Ss. 84(4.1)(a) and (b) distributions of proceeds Summary Under Tax Topics- Public Transactions- Spin-Offs & Distributions- Ss. 84(4.1)(a) and (b) distributions of proceeds PUC reduction exceeding PUC distribution of pipeline sales proceeds Overview As a result of its indirect 30% interest in the Trans Mountain pipeline system, Kinder Morgan realized $1.2 billion on the sale of the system to the federal government for $4.5 billion. ...

Pengrowth/WEF-- summary under Litigation trust distribution Summary Under Tax Topics- Public Transactions- Spin-Offs & Distributions- Taxable dividends-in-kind- Litigation trust distribution dividend-in-kind of litigation trust interest followed by cash sale Overview Pengrowth owes over $0.7B to secured debtholders. ...

Power Corporation/Power Financial-- summary under Privatizations Summary Under Tax Topics- Public Transactions- Mergers & Acquisitions- Mergers (mostly Plans of Arrangement)- Privatizations minority shareholders transferring their shares of Power Financial Corporation to Power Corporation of Canada, with ability to elect under s. 85 Overview PCC, whose subordinate voting common shares trade on the TSX, holds approximately 2/3 of the common shares of the Company, with the balance of those common shares trading on the TSX. ...

Canderel/ Cominar-- summary under LP Acquisitions of Trusts Summary Under Tax Topics- Public Transactions- Mergers & Acquisitions- REIT/Income Fund/LP Acquisitions- LP Acquisitions of Trusts Overview After the purchase of a portion of the assets of the REIT (a closed-end unit trust and mutual fund trust holding mostly Quebec real estate directly and through subsidiaries (mostly LPs)) by Group Mach and Blackstone purchasers, the REIT declared a special in-kind distribution to push out all the gains (which was expected to not include more than $43M of net recapture income) resulting from such sales and a s. 111(4)(e) designation, with such special distribution paid by way of issuing units (followed immediately by a unit consolidation). ...