Petrofund Energy Trust Acquires Ultima Energy Trust

On June 16, 2004, Petrofund Energy Trust acquired Ultima Energy Trust. The acquisition was effected by way of a merger pursuant to section 132.2 of the Income Tax Act (Canada). Under the terms of the merger, Petrofund acquired all of the assets and liabilities of Ultima in exchange for Petrofund units, and Ultima unitholders received 0.442 of a Petrofund unit for each Ultima unit held. The value of the transaction was approximately $500 million based on Petrofund’s closing price on June 15, 2004 and Ultima’s negative working capital and debt obligations as of March 31, 2004. Petrofund became one of Canada’s largest oil and gas trusts as a result of the merger.

Ultima unitholders also received, on the business day prior to completion of the merger, an aggregate of $10 million, or $0.167113 per Ultima unit, in the form of a one-time special distribution. Former Ultima unitholders who were Petrofund unitholders of record on June 16, 2004 also received Petrofund’s June distribution on their converted units equal to $0.07072 per Ultima unit.

Ultima Energy Trust was represented by Bennett Jones in Calgary, with a team that consisted of John Kousinioris, Donald Boykiw, Took Whiteley, Joanne Rowe and Lisa Ricketts (securities), and D. Alan Ross and Greg Johnson (tax).

Petrofund Energy Trust was represented by C. Steven Cohen and Keith Greenfield (securities), John Brussa (tax) and Gina Ross (employment) of Burnet, Duckworth & Palmer.