Date Closed

December 15, 2021

Lead Office

Calgary

Value

728.00 Million CAD

On December 15, 2021, PrairieSky Royalty Ltd. ("PrairieSky") announced that it had closed the previously announced acquisition from Heritage Royalty of over 1.9 million acres of royalty lands throughout Alberta, Saskatchewan and Manitoba (the “Royalty Lands”) including over 1.7 million net acres of fee simple mineral title lands and extensive seismic assets that are complementary to the Royalty Lands, for total cash consideration of C$728 million (the "Acquisition"). The Acquisition has an effective date of December 31, 2021.

Concurrent with closing the Acquisition, PrairieSky expanded its unsecured revolving Sustainability-Linked Credit Facility ("SLL Credit Facility") to C$725 million from C$425 million. The SLL Credit Facility provides for a permitted increase to C$800 million, subject to lender consent. The maturity date of the SLL Credit Facility remains February 28, 2025, and pricing and covenants are unchanged. The expanded SLL was used to fund the Acquisition in excess of the Offering. The previously announced C$500 million term loan provided by TD Securities Inc. was not drawn upon to fund the Acquisition and was terminated concurrent with expansion of the SLL Credit Facility.

PrairieSky is a pure-play royalty company, generating royalty revenues as petroleum and natural gas are produced from our 18.2 million acres of royalty properties spanning Western Canada from Northeast British Columbia to Western Manitoba.

McCarthy Tétrault advised PrairieSky in respect of Competition Act matters with a  team led by Jason Gudofsky  that included Alyson Goldman (Business), Michael Caldecott and Gideon Kwinter (Competition).