 Bennett Jones Education Queen's University, BA (Hons), 1988 University of Calgary, LLB, 1994 Bar Admissions Alberta, 1995 Overview Will Osler practices in the areas of public and private mergers and acquisitions, securities law, and corporate governance matters, with a particular focus on the oil and gas sector. Will has significant experience in domestic and cross-border joint bidding and co-ownership structures, including partnerships and joint ventures. His corporate governance advisory work includes advising corporations and boards of directors with respect to general compliance matters as well as specific issues arising out of transactions. Will works frequently on offerings of equity and debt securities, acting for both issuers and underwriters, as well as Canadian and international takeover bids, plans of arrangement, corporate reorganizations, divestitures and asset and share purchase transactions. He has represented clients in several of Canada's largest recent initial public offerings. Will also advises clients on lobbyist registration and compliance matters federally and in Alberta. Will is recognized by Chambers Global: The World's Leading Lawyers for Business for Corporate/M&A; the Canadian Legal Lexpert Directory for Corporate Finance & Securities; the Lexpert/Report on Business Special Edition – Canada's Leading Energy Lawyers; the Lexpert/Report on Business Special Edition – Canada's Leading Infrastructure Lawyers; Who's Who Legal: Canada as a leading lawyer in Capital Markets; and Best Lawyers in Canada as one of Canada's leading Mergers and Acquisitions lawyers. Will is a former co-head of the firm’s capital markets and mergers & acquisitions practice and was a member of the firm’s partnership board from 2009 to 2011. He is a Past President of the Calgary Exhibition and Stampede, and is currently a director of the Kidney Foundation of Canada Southern Alberta Branch and a director of the Saddledome Foundation. Will was appointed King’s Counsel in 2022, and in 2025 he was awarded the King Charles III Coronation Medal for his significant contributions to the community. Select Experience • The underwriters, led by ATB Securities, National Bank Financial and RBC Capital Markets, on their own behalf and on behalf of a syndicate of underwriters, comprised of Canaccord Genuity, Stifel Nicolaus Canada and Acumen Capital Finance Partners, in a bought deal public offering in Canada and private placement in the USA by InPlay Oil of subscription receipts for total gross proceeds of approximately C$32.8 million • Pine Cliff Energy Ltd. in its $100-million acquisition of a privately held oil and natural gas producer, through the acquisition, directly and indirectly, of all issued and outstanding common shares by way of takeover bid. • ATCO Power (2010) Ltd. in its restructuring and co-ownership, financing, and funding transactions related to Chiniki and Goodstoney First Nations' participation in the Deerfoot and Barlow solar projects. • CU Inc. in its $210-million offering of 4.773% debentures due 2052. • Canadian Utilities Limited (TSX: CU) in its US$250-million private placement of debentures due 2052. • Canadian Utilities Limited, in its public offering of $175 million of Series HH Preferred Shares by way of short form prospectus. • CU Inc. in its $460-million offering of 3.174% debentures. • Aecon Group Inc., in the sale of substantially all its assets related to its contract mining business to North American Construction Group Inc. for $199.1 million.
• ATCO Ltd., completes private placement of $200M fixed-to-floating subordinated notes. • ATCO Ltd., in its $450-million acquisition of a 40% interest in Neltume Ports S.A.
• AKITA Drilling Ltd., in its acquisition of all of the issued and outstanding common shares of Xtreme Drilling Corp. by way of a plan of arrangement. • Canadian Utilities Limited's public offering of $200 million of preferred shares and debentures. • ATCO Electric Ltd., as part of the successful proponent team on behalf of the Alberta Powerline consortium, in the Fort McMurray West 500 kV Transmission Project, a design, build, own, operate and finance project valued at $1.43 billion. • ATCO Ltd., in the sale of ATCO Emissions Management to TriWest Capital Partners. • Kissner Holdings LP, on its $400,000,000 notes offering and related refinancing transactions. • ATCO Ltd., in the negotiation, structuring and other commercial matters relating to ATCO entering into a strategic alliance with Wipro including 10-year master service agreements governing the provision of IT services by Wipro to the ATCO Group of Companies valued at approximately $1.2 billion. • Murphy Oil Company Ltd., in its $486-million light oil purchase from and joint venture with affiliates of Athabasca Oil Corporation. • Gibson Energy, in a public offering of $230 million equity financing and $100 million offering of unsecured subordinated convertible debentures for total gross proceeds of $330 million. • TD Securities Inc., lead in a syndicate of underwriters, in a $300 million offering of Cumulative 5-Year Minimum Rate Reset Redeemable First Preferred Shares by Westcoast Energy Inc. • Macquarie Capital Markets Canada Ltd., in the offering by TORC Oil & Gas Ltd. of an aggregate amount of $288,052,000 in subscription receipts. • BMO Capital Markets, lead in a syndicate of underwriters, in $115 million gross proceed offering of Cumulative 5-Year Minimum Rate Reset Redeemable First Preferred Shares by Westcoast Energy Inc. • ATCO Ltd., in the disposition of ATCO I-Tek Inc. and ATCO's Australian IT operations to affiliates of Wipro Ltd. for aggregate sale proceeds of approximately $210 million. • Macquarie Capital Markets Canada Ltd., as lead underwriter, in the public offering by Surge Energy Inc. of 9,660,000 subscription receipts for aggregate gross proceeds of $63 million. • National Bank Financial Inc., as co-lead underwriter, in the public offering by Manitok Energy Inc. of flow-through common shares for aggregate gross proceeds of $25 million. • Canadian Utilities Limited, in its public offering of 9,000,000 Cumulative Redeemable Second Preferred Shares Series DD at a price of $25.00 per share for aggregate gross proceeds of $225 million. • Canadian Utilities Limited, in its public offering of 7,000,000 Cumulative Redeemable Second Preferred Shares Series CC at a price of $25.00 per share for aggregate gross proceeds of $175 million. • Gibson Energy Inc. in its US$445 million acquisition of all of the issued and outstanding common stock of the parent holding company of OMNI Energy Services Corp. • CU Inc., in its public offering of $200 million of debentures. • Gibson Energy Inc., in its completed offering of subscription receipts for total gross proceeds of approximately $403 million. • Canadian Utilities Limited, in its public offering of $200 million of debentures. • Canadian Utilities Limited, in its offering of 6,000,000 Cumulative Redeemable Second Preferred Shares Series AA, for aggregate gross proceeds of $150 million. • Alberta PowerLine, a partnership between ATCO and Quanta Services, in a project to design, build, own, operate and finance the $1.4 billion Fort McMurray West 500-kilovolt transmission line and associate facilities. • Canadian Utilities Limited, in $325 million preferred share issue and establishment of medium term note program. • Marathon Oil Corporation, in its US$6.9 billion acquisition of Western Oil Sands Inc. by way of a plan of arrangement. • Canadian Utilities Limited, in a $125 million offering of cumulative redeemable fixed rate preferred shares. • Canadian Utilities Limited, in a $250 million offering of cumulative redeemable rate reset preferred shares. • Canadian Utilities Limited, in its completed a public offering of 6,000,000 4.90% Cumulative Redeemable Second Preferred Shares Series BB at a price of $25.00 per share for aggregate gross proceeds of $150 million. • CU Inc., in a $400 million offering of 3.964% debentures. • CU Inc., in a proposed redemption of its Cumulative Redeemable Preferred Shares Series 4. • Debentureholders Twin Butte, in their successful opposition to a proposed plan of arrangement involving Twin Butte Energy and Reignwood Resources. • Glenogle Energy, in a private placement of common shares to JOG Capital Inc. and Great Realm Limited. • Pembina Pipeline Corporation, in a joint venture with Petrochemical Industries Company for a proposed integrated propylene and polypropylene production facility in Sturgeon County, Alberta. • Pine Cliff Energy, in its graduation from the TSX Venture Exchange to the TSX; $35 million in dispositions of fee title land and minor overriding royalty interests; an $11 million offering of subordinated floating charge debentures to insiders; and a $30 million private placement issuance of promissory notes and common share purchase warrants to AIMCo • Pine Cliff Energy Ltd., in the acquisition of natural gas weighted assets in the Viking area of Central Alberta and Ghost Pine area of Central Alberta for $185 million, and a concurrent $69 million offering of subscription receipts. |