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Although the exchange under the Plan of Arrangement of Gold or Silver Notes for shares occurs at the noteholder’s election, s. 51 non-recognition treatment is not considered to apply, and the note-for debenture exchanges are considered to also occur on a taxable basis (no s. 51.1). ... If a convertible debenture is not an "excluded obligation", issues that arise are whether any excess would be considered to exist, whether any such excess which is deemed to be interest is "participating debt interest", and if the excess is participating debt interest, whether that results in all interest on the obligation being considered to be participating debt interest. ... The Gold Notes and Silver Notes are publicly traded and the 2020 Debentures and 2018 Debentures will likely be considered “publicly traded,” so that the issue price of the Debentures will be equal to their respective fair market values on the date of the exchange. ...

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. ...

This was considered by the Spartan board to be a superior proposal to that under an arrangement agreement with Pinecrest Energy Inc., resulting in a break fee of $12.5M being paid to Pinecrest. ...

Dissenters will be considered to have disposed of their shares to Maple, so that they generally will receive capital gain or loss treatment (with the exception of any interest award). ...

However, the Risk Factors contain a detailed discussion of the possibility that the debentures may not be excluded obligations and that the possibility of conversion may cause all interest to be considered to be participating interest. ...

MI 61-101 In light of the absence of collateral benefits, the Arrangment is not considered a business combination under MI 61-101 and the minority approval requirements of MI 61-101 do not apply. ...

Silver are considered "regularly traded" on an established securities market within the meaning of s. 897 of the Code) unless such shareholder has directly or indirectly or constructively owned more than 5% of the interests in U.S. ...

Upon the disposition of Trust units in the course of the winding-up, the unitholder generally will be considered to have received proceeds of disposition equal to the amount distributed in excess of the amount which is distributed out of income or net capital gains of the Trust for that year. ...

Those who do not make and timely-file a valid election will be considered to have disposed of their shares on a non-rollover basis. ...

Convention…the proceeds receivable on a disposition of Class A Units may not qualify as U.S. source income for purposes of the Tax Act (including for Canadian foreign tax credit purposes), and, where such Resident Unitholders are trusts, their beneficiaries may not be considered to have paid such tax for purposes of the Tax Act and, accordingly, may not be entitled to a foreign tax credit in respect of such U.S. tax for Canadian tax purposes. ... However, a purchaser of Class A Units is not required to withhold such tax if the Class A Units are considered “regularly traded on an established securities market,” regardless of whether the selling non-U.S. ... If the Class A Units are not considered “regularly traded on an established securities market” for withholding purposes, a purchaser of Class A Units will be required to withhold tax at the rate of 15 percent of the amount realized from the sale and to report and remit such tax to the IRS. ...