Davis Polk advised the administrative agent under Connacher Oil and Gas Limited’s first-lien credit agreement, in connection with Connacher’s restructuring, including implementation of a Plan of Arrangement under the Canada Business Corporations Act, which involved, among other things, (i) amendments to the first-lien credit agreement to provide, among other things, incremental borrowings of the U.S. dollar equivalent of CAD$30 million, (ii) the exchange of approximately $900 million of Connacher’s second-lien notes for equity in the restructured company, (iii) the issuance by Connacher of $35 million of new convertible second-lien notes and (iv) payoff of Connacher’s asset-based revolving credit facility. Davis Polk also advised the administrative agent with respect to a litigation filed in the Supreme Court of the State of New York, regarding Connacher’s obligations under the first-lien credit agreement. The New York State action was withdrawn as part of a settlement that included amendments to Connacher’s proposed Plan of Arrangement.

Connacher is a Calgary‐based in‐situ oil sands developer, producer and marketer of bitumen. Connacher holds a 100% interest in approximately 440 million barrels of proved and probable bitumen reserves and operates two steam assisted gravity drainage facilities located on Connacher’s Great Divide oil sands leases near Fort McMurray, Alberta.

The Davis Polk restructuring team included partner Damian S. Schaible and associate Adam B. VanWagner. The litigation team included counsel Michael J. Russano and associates Seth Rosenbloom and Christopher Ramos. The credit team included partner Meyer C. Dworkin and associate Kyle D. Bady. Partner Po Sit and associate Dao Fu provided tax advice. All members of the Davis Polk team are based in the New York office.

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