Proceedings.

Analysis · Case update

Prairie Provident: the monitor's comeback, and a well due by November 13

At a comeback returnable November 5, monitor Alvarez & Marsal asks the court to add two Lone Pine guarantors, approve Prudential's $5 million interim facility and a sale process with a sales advisor from its own global firm, and approve retroactively a farm-in requiring Redstone to spud a well before a Crown lease's November 13 expiry.

Proceedings. · · 10 min read

Alvarez & Marsal Canada Inc., the monitor with enhanced powers over Prairie Provident, went back to the Court of King's Bench of Alberta with an application returnable November 5, 2026, part of it tied to a deadline eight days later. Under a memorandum of understanding the monitor has already signed for Prairie Provident Resources Canada Ltd. (PPR Canada), Redstone Oil Corp. must spud a well on Section 30 of Township 30, Range 18 W4M and drill it past 150 metres by 11:59 p.m. on November 13, the day a Crown lease over that section is otherwise set to expire because of a notice issued under s. 18 of the Petroleum and Natural Gas Tenure Regulation. The monitor understands that Redstone has secured a rig to spud the well on or around November 5, at its own expense, and that "delaying the drilling rig was not economically practical." It asks the court to approve the memorandum retroactively to October 23, per the First Report, Nov. 3, 2026, paras. 5(h), 70–73.

The rest of the application asks for an amended and restated initial order that would add Lone Pine Resources Inc. and Lone Pine Resources (Holdings) Inc. as respondents, approve a sale process with Alvarez & Marsal Canada Securities ULC as sales advisor, approve a $5,000,000 interim facility from the senior lender, The Prudential Insurance Company of America and Prudential Legacy Insurance Company of New Jersey, raise the administration charge from $500,000 to $750,000 and extend the stay from November 6, 2026 to February 26, 2027, per the First Report, Nov. 3, 2026, paras. 2, 5–7. "There is no longer anyone, other than the Monitor, remaining to oversee management and operations of the Companies," the bench brief says, per the Bench Brief, Nov. 3, 2026, para. 31. The initial order was reported here on October 28. No order from the November 5 hearing is in the record.

A well before midnight on November 13

Once a s. 18 notice is issued, the bench brief says, the lessee "is given one year to establish entitlement to further continuation of the lease through qualifying operations or production; otherwise, the affected petroleum and natural gas rights expire," per the Bench Brief, Nov. 3, 2026, paras. 26–28. The pre-filing report of October 26 had not named the farm-in partner, describing it as a third-party oil and gas producer, per the Pre-Filing Report, Oct. 26, 2026, para. 41.

The farm-out lands are Section 30, Section 31 and the north half of Section 19, all held 100% by PPR Canada, the memorandum shows. Redstone must drill one earning well into the Basal Quartz, complete and test or abandon it, and reimburse PPR Canada for qualifying preliminary work since October 1, 2026. That earns it a working interest in the lands; if the Section 30 lease nonetheless expires, its earned interest in Section 31 and the north half of Section 19 "reduces to" another figure. The existing wells on the lands, with their liabilities and obligations, remain PPR Canada's responsibility. The well's minimum lateral length, the part of the costs Redstone bears, the working-interest splits and the royalty PPR Canada may elect on later wells are all blacked out in the public copy, per the First Report, Nov. 3, 2026, para. 73 and the Redstone MOU, App. "J", ss. 1–2, 5–6.

The monitor asks the court to seal the unredacted memorandum, which it says "includes sensitive details of the Redstone MOU, including values of assets," and information that could compromise the integrity of the sale process; parties who sign a non-disclosure agreement in that process would have access to its details, per the First Report, Nov. 3, 2026, para. 76. "The results from the Earning Well may impact the valuation of the Farmor," the memorandum itself says, and production tests and results are to go only to bona fide bidders under confidentiality provisions, per the Redstone MOU, App. "J", s. 14.

Redstone accepted the terms on October 23, the report says. The bench brief adds that the memorandum "was not finalized prior to the commencement of these CCAA Proceedings," and that as a result the transaction "now constitutes a disposition of assets in excess of the threshold sale limit set out in paragraph 18(v) of the Initial Order and therefore requires Court approval"; it argues the deal meets the criteria for a sale under s. 36 of the CCAA, per the First Report, Nov. 3, 2026, para. 73 and the Bench Brief, Nov. 3, 2026, paras. 29, 94. That paragraph of the initial order lets the monitor sell without approval in transactions of up to $250,000 each and $1,000,000 in all, per the Initial Order, Oct. 27, 2026, para. 18(v). The monitor, the report says, "elected to execute the Redstone MOU in advance of Court approval in order to allow Redstone to spud the well," and the memorandum's terms require the senior and subordinated lenders' consent or a court order, per the First Report, Nov. 3, 2026, paras. 72–73.

The monitor's case for approval starts with the search: before the filing the companies "canvassed a number of potential farm-out parties and Redstone was the only party to which PPR Canada agreed to terms." Without approval, the report says, "Redstone could argue it has spud the well and claim the entirety of the land, leaving no upside" for the companies and the estate. The monitor considers the consideration "superior to any other alternative, given the pending expiration of the Section 30 Lease"; the senior lenders were consulted and support it, per the First Report, Nov. 3, 2026, para. 74.

Two guarantors, and perhaps some tax pools

Lone Pine Resources Inc., a Delaware company, is wholly owned by Prairie Provident Resources Inc. (PPR Inc.) and holds 75% of the voting shares of PPR Canada; Lone Pine Resources (Holdings) Inc., an Alberta company, is wholly owned by PPR Canada. The holding company has "no active operations, employees or material assets." The Delaware company "has disposed of substantially all operating assets," the report says, and "may possess certain tax attributes or tax pools, although the nature and value of such attributes remains uncertain," per the First Report, Nov. 3, 2026, paras. 21, 23–24.

Both guarantee the first lien loan under a guarantee agreement dated October 31, 2017. As security, Lone Pine Resources Inc. granted security in its assets under a U.S. security agreement with Alliance Trust Company, the senior lender's collateral agent, and the holding company under a demand debenture and negative pledge in the principal sum of US$200,000,000, per the First Report, Nov. 3, 2026, paras. 25–26, App. "B" and the Lone Pine Demand Debenture, App. "D", s. 2.1. The senior lender is their only registered secured creditor, and at June 30, 2026 their unaudited books showed a nominal cash balance, approximately $445,000 owed to PPR Canada and no other assets or liabilities, per the First Report, Nov. 3, 2026, paras. 27–28.

Before the filing, the report says, PPR Inc. and PPR Canada "were considering steps to wind up" the two companies. The monitor's view is that they belong in the proceedings "given the existence of the guarantees and tax attributes," and it says "there is potentially additional value in the tax pools and attributes" that can be considered in the sale process, per the First Report, Nov. 3, 2026, paras. 30, 33(a). Under the heading "Centre of Lone Pine Inc.'s Main Interest," it says the Delaware company's head office and former management team were in Calgary. The proposed order would let the monitor act as foreign representative under chapter 15 of the U.S. Bankruptcy Code if it thinks that necessary, though "At this time, the Monitor does not intend to make an application under Chapter 15," per the First Report, Nov. 3, 2026, paras. 31–32.

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