Acquisition of Ember Resources Inc.

CALGARY, June 10, 2011 /CNW/ - In connection with the previously announced acquisition of Ember Resources Inc. ("Ember") by an investor group led by Brookfield Special Situations Partners Group and funds that are a part of the ARC Financial Corp. group, which was completed earlier today, the following announcements are made in order to comply with applicable securities legislation.

Brookfield Special Situations Partners Ltd. ("BSS") announced that on June 10, 2011, it acquired control and direction over 80,000,001 common shares of Ember Resources Inc. ("Amalco") pursuant to the plan of arrangement (the "Plan of Arrangement") between ERI Acquisition Ltd. ("ERI") and Ember that resulted in the formation of Amalco. Pursuant to the Plan of Arrangement, each share BSS previously held in ERI was exchanged for one Amalco common share.  The common shares acquired by BSS represent approximately 50.66% of the current outstanding Amalco common shares.

ARC Equity Management (Fund 5) Ltd. (as the general partner of ARC Energy Fund 5 Canadian Limited Partnership, ARC Energy Fund 5 United States Limited Partnership and ARC Energy Fund 5 International Limited Partnership, collectively "ARC Energy Fund 5") of Calgary, Alberta announced that on June 10, 2011, it acquired control and direction over 31,829,109 common shares of Amalco pursuant to the Plan of Arrangement. Pursuant to the Plan of Arrangement, each share ARC Energy Fund 5 previously held in ERI was exchanged for one Amalco common share.  The common shares acquired represent approximately 20.16% of the current outstanding Amalco common shares and ARC Energy Fund 5 as a result now exercises control or direction over an aggregate of 44,111,797 common shares of Amalco, representing approximately 27.94% of the current outstanding Amalco common shares.

ARC Energy Fund 5, together with ARC Energy Venture Fund 4 and ARC Energy Venture Fund 3, now exercise control or direction over an aggregate of 60,979,373 common shares of Amalco, representing approximately 38.62% of the current outstanding Amalco common shares.

Brookfield Special Situations Partners was established by Brookfield Asset Management Inc. ("Brookfield") to provide long-term capital and strategic assistance to mid-market companies based in North America.  BSS seeks investment opportunities in industries in which Brookfield has significant operating expertise or a competitive advantage, including in the industrial products, building materials, metals and mining, homebuilding, forest products, oil and gas and manufacturing sectors.  The BSS team operates out of offices in Toronto, New York, Calgary, Vancouver and Montreal.

ARC Energy Fund 5 is an investment fund specializing in the energy sector.  Its general partner is ARC Equity Management (Fund 5) Ltd., of the ARC Financial Group of companies. 

SOURCE Brookfield Special Situations Partners Ltd.

For further information:

For further information or a copy of the securities acquisition reports to be filed by BSS and ARC Energy Fund 5, respectively, contact:

Jim Reid
Managing Partner, Energy
Brookfield Special Situations Partners Ltd.
1700, 335 - 8th Avenue S.W.
Calgary, Alberta
Telephone: 403-770-7215
Fax: 403-770-7221
Lauchlan Currie
President
ARC Equity Management (Fund 5) Ltd.
4300, 400 - 3rd Avenue S.W.
Calgary, Alberta
Telephone: 403-292-0680
Fax: 403-292-0579

Profil de l'entreprise

Brookfield Special Situations Partners Ltd.

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ARC Energy Fund 5

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