Pembina Acquires Federated

Pembina Pipeline Income Fund (Pembina), which owns and operates oil and natural gas liquid pipeline systems in Alberta and British Columbia, completed on July 31, 2000 its purchase of Federated Pipe Lines Ltd. for $349 million, including assumed debt of $120 million from its two shareholders, Imperial Oil Limited and Anderson Exploration Ltd. Federated owns and operates seven pipeline systems throughout British Columbia and Alberta. In a related transaction, Pembina is also acquiring the Cynthia pipeline from Imperial Oil Resources.

In an unrelated transaction, Pembina will purchase the B.C. pipeline division of Western Facilities Fund for $43 million (including $2.7 million debt). Western Facilities Fund, an income trust, owns and operates three pipelines in northeastern British Columbia through its subsidiary, Nevis Ltd. Pembina has financed the acquisitions through a new $450 million syndicated credit facility led by the Bank of Nova Scotia.

Blake, Cassels & Graydon LLP acted as counsel to Pembina. The acquisition team was led by Blakes’ partner, Dallas L. Droppo and Pembina’s General Counsel, D. James Watkinson, Q.C. with assistance from Blakes’ lawyers Wally Shaw (tax), Ron Mar (tax), Mark Nicholson (competition) and Susan Poulson (corporate). Blakes’ lawyers providing assistance to Pembina on the banking side were Dan Fournier, Warren Nishimura and Kevin Fougere. Stephen Lee of Borden Ladner Gervais LLP was regulatory counsel to Pembina. Renée Ratke and Will Osler of Bennett Jones acted for Anderson. Imperial Oil was represented by in-house counsel, Tarquin Caraher. Rob Depoe of McCarthy Tétrault represented Western Facilities Fund. The bank syndicate was represented by Barry Emes and Lee Corbett of Stikeman Elliott.