KeySpan Facilities Completes Public Offering

KeySpan Facilities Income Fund completed a long form follow-on public offering of trust units on April 1, 2004 for total proceeds of $196.8 million. Net proceeds from the offering were used by the Fund to increase its partnership interest in KeySpan Energy Canada Partnership. KeySpan Energy is a natural gas midstream business, consisting of both natural gas gathering and processing as well as the processing, transportation, storage and marketing of natural gas liquids. As a result of the offering, the Fund now owns a 75 per cent interest in KeySpan Energy. The offering was underwritten by a syndicate led by RBC Capital Markets that included National Bank Financial Inc., Scotia Capital Inc., CIBC World Markets Inc., BMO Nesbitt Burns Inc., TD Securities Inc., FirstEnergy Capital Corp., Peters & Co. Limited, Clarus Securities Inc. and First Associates Investments Inc.

The Fund and KeySpan Energy were represented by Macleod Dixon, with a team that included Chrysten Perry, Dan Baxter, Jim McKee, Harold Jacques, Neville Jugnauth, Harvey Steblyk and Karlena Bowker. KeySpan Corp. was represented by in-house counsel Al Bereche and Colleen Meade.
Dorsey & Whitney in Seattle provided US securities law advice, with a team that included Chris Barry and Chris Doerksen.

The underwriters were represented by Fraser Milner Casgrain, with a team that included Bill Jenkins, David Spencer, Craig Story, Scott Bodie, John Reynolds and Toby Allan.

Lawyer(s)

Chrysten E. Perry Christopher L. Doerksen James G. McKee Harvey M. Steblyk Neville Jugnauth Scott Bodie Daniel L. Baxter Thoburn (Toby) B. Allan John E. P. Reynolds Craig A. Story Chris Barry Karlena Lewis David A. Spencer William K. Jenkins