CALGARY, Alberta, December 24, 2007 – Tricap Partners Ltd. ("Tricap") announces that it has subscribed for a convertible debenture in the principal amount of $31,500,000 to be offered by way of a private placement (the "Debenture") by Birch Mountain Resources Ltd. (the "Corporation") in connection with refinancing of the existing credit facility extended to the Corporation by an affiliate lender of Tricap. The Debenture has a maturity date of June 30, 2012 and an interest rate of prime rate plus 4.0 %, calculated daily and compounded and payable monthly. The initial principal amount of the Debenture is convertible, at the election of the holder, in whole or in part, into common shares of the Corporation ("Common Shares"), at an exercise price equal to the lower of (i) $0.80 per common share and, (ii) the then current market price, subject to certain anti-dilution adjustments; provided, that, prior to December 31, 2008, the Debenture is convertible only in the event of a change of control of the Corporation or an event of default under the Debenture. In addition, until approval by a majority of shareholders of the Corporation is obtained (which the Corporation has covenanted to use commercially reasonable efforts to obtain no later than June 11, 2008), Tricap may only convert such portion of the Debenture that would not result in Tricap holding more than 20% of the then outstanding Common Shares, except upon the occurrence of a change of control event, whereby Tricap may exercise the conversion right in full. Interest amounts owing on the Debenture may also be converted into Common Shares at the election of the holder.
Tricap has acquired the Debenture for investment purposes, and in connection with refinancing of the existing credit facility extended to the Corporation by an affiliate lender of Tricap.
For additional information, or for a copy of the early warning report filed in respect of the above transaction, please contact.
Tricap Partners Ltd.
Jim Reid
Tel: (403) 770-7215
e-mail: jreid@brookfield.com
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About Tricap Partners Ltd.
Tricap Partners Ltd. was established by Brookfield Asset Management (See www.brookfield.com for more details) to provide a source of patient, long-term capital and strategic assistance to mid-market companies based in North America. With strong industry and financial management expertise, Tricap is well positioned to assist companies in building value over the long term.