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Exhibit 4.5
MATERIAL CHANGE REPORT
Item 1. Reporting Issuer:
Harvest Energy Trust
1900, 330 - 5th Avenue SW
Calgary, Alberta
T2P 0L4
Item 2. Date of Material Change:
October 14, 2004
Item 3. News Release:
A Press Release reporting the material change was issued by Harvest Energy Trust ("Harvest") on October 14, 2004 through CCN Matthews.
Item 4. Summary of Material Change:
Harvest Energy Trust (HTE.UN—TSX) announced that on October 14, 2004, Harvest Energy Trust's subsidiary, Harvest Operations Corp., completed a private placement of US$250 million principal amount of senior secured notes due October 15, 2011.
Item 5. Full Description of Material Change:
Harvest Energy Trust (HTE.UN—TSX) announced that on October 14, 2004, Harvest Energy Trust's subsidiary, Harvest Operations Corp., completed a private placement of US$250 million principal amount of senior secured notes due October 15, 2011 (the "Notes"). The Notes bear interest at a rate of 77/8% and were sold at a price of 99.3392% of their principal amount. Accordingly, the private placement resulted in the receipt of net proceeds of approximately US$241 million. Such net proceeds were used to permanently repay Harvest Energy Trust's $70 million bank bridge facility with the balance being used to repay a portion of Harvest Energy Trust's outstanding revolving credit facility. The Notes are unconditionally guaranteed by Harvest Energy Trust and all of Harvest Energy Trust's other wholly-owned subsidiaries.
Item 6. Reliance on Section 146(2) of the Securities Act (Alberta):
Not applicable
Item 7. Omitted Information:
Not applicable
Item 8. Senior Officer:
Jacob Roorda
President
Telephone: (403) 265-1178
Facsimile: (403) 265-3490
Item 9. Statement of Senior Officer
The foregoing accurately discloses the material change referred to herein.
Dated as of October 22, 2004, at Calgary, Alberta.
| | | HARVEST ENERGY TRUST
by Harvest Operations Corp. |
|
|
By: |
/s/ JACOB ROORDA
Jacob Roorda
President |
cc: Toronto Stock Exchange
2
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