Common use of OUTSTANDING CERTIFICATES AND FRACTIONAL SECURITIES Clause in Contracts

OUTSTANDING CERTIFICATES AND FRACTIONAL SECURITIES. 5.1 From and after the Effective Time, certificates formerly representing Extendicare Shares under the Arrangement shall represent only the right to receive the consideration to which the holders are entitled under the Arrangement, or as to those held by Dissenting Shareholders, other than those Dissenting Shareholders deemed to have participated in the Arrangement pursuant to Section 4.1, to receive the fair value of the Extendicare Shares represented by such certificates. 5.2 Extendicare Amalco and the REIT shall, as soon as practicable following the later of the Effective Date and the date of deposit by a former Shareholder of a duly completed Letter of Transmittal and Election Form, and certificates representing such Extendicare Shares and such additional documents as the Depository may reasonably require, either: (a) forward or cause to be forwarded by first class mail (postage prepaid) to such former Shareholder at the address specified in the Letter of Transmittal and Election Form; or (b) if requested by such Shareholder in the Letter of Transmittal and Election Form, make available or cause to be made available at the Depository for pickup by such Shareholder, certificates representing the number of REIT Units and/or Exchangeable LP Units, and ALC Class A Shares and ALC Class B Shares issued to such holder or to which such holder is entitled pursuant to the Arrangement. 5.3 If any certificate which immediately prior to the Effective Time represented an interest in outstanding Extendicare Shares that were exchanged pursuant to Section 3.1 has been lost, stolen or destroyed, upon the making of an affidavit of that fact by the Person claiming such certificate to have been lost, stolen or destroyed, the Depository will issue and deliver in exchange for such lost, stolen or destroyed certificate the consideration to which the Person is entitled pursuant to the Arrangement (and any distributions with respect thereto) as determined in accordance with the Arrangement. The Person who is entitled to receive such consideration shall, as a condition precedent to the receipt thereof, give a bond to each of the REIT, Extendicare Holding Partnership, Extendicare and ALC and their respective transfer agents, which bond is in form and substance satisfactory to each of the REIT, Extendicare Holding Partnership, Extendicare and ALC, and their respective transfer agents, or shall otherwise indemnify the REIT, Extendicare Holding Partnership, Extendicare and ALC and their respective transfer agents against any claim that may be made against any of them with respect to the certificate alleged to have been lost, stolen or destroyed. 5.4 All distributions made with respect to any REIT Units, Exchangeable LP Units, ALC Class A Shares or ALC Class B Shares allotted and issued or transferred pursuant to this Arrangement but for which a certificate has not been issued shall be paid or delivered to the Depository to be held by the Depository for the registered holder thereof. All monies received by the Depository shall be held by it upon such terms as the Depository may reasonably deem appropriate. The Depository shall pay and deliver to any such registered holder, as soon as reasonably practicable after application therefor is made by the registered holder to the Depository in such form as the Depository may reasonably require, such distributions to which such holder is entitled, net of applicable withholding and other taxes, upon delivery of the certificates representing REIT Units, Exchangeable LP Units, ALC Class A Shares or ALC Class B Shares, if any, issued to such holder in accordance with section 5.2 of this Plan of Arrangement. 5.5 Subject to any applicable escheat laws, any certificate formerly representing Extendicare Shares that is not deposited with all other documents as required by this Plan of Arrangement on or before the sixth anniversary of the Effective Date shall cease to represent a right or claim of any kind or nature, including the right of the holder of such Extendicare Shares to receive ALC Class A Shares and/or ALC Class B Shares contemplated by Sections 3.1(c) and (d) and to receive REIT Units and/or Exchangeable LP Units together with Ancillary Rights contemplated by Sections 3.1(f) and/or (h). REIT Units, Exchangeable LP Units and Ancillary Rights issued or made pursuant to the Arrangement shall be deemed to be surrendered to the REIT (in the case of the REIT Units contemplated by Section 3.1(h)) and to Extendicare Holding Partnership and the REIT (in the case of the Exchangeable LP Units and Special Voting Units contemplated by Section 3.1(f)), together with all distributions thereon held for such holder. ALC Class A Shares and ALC Class B Shares not distributed shall remain the property of Extendicare Amalco. 5.6 No fractional REIT Units or Exchangeable LP Units shall be issued pursuant to the Arrangement. In the event that any exchange ratio referred to herein would in any case result in a former holder of Extendicare Shares being entitled to a fractional REIT Unit or Exchangeable LP Unit, such REIT Units or Exchangeable LP Units shall be rounded to the nearest whole number, provided that each beneficial former holder of Extendicare Shares, shall be entitled to the benefit of only one adjustment in respect of each of such holder’s REIT Units or Exchangeable LP Units.

OUTSTANDING CERTIFICATES AND FRACTIONAL SECURITIES. 5.1 6.1 From and after the Effective Time, certificates formerly representing Extendicare QAT Shares acquired by Purchaser under the Arrangement shall represent only the right to receive the consideration to which the holders are entitled under the Arrangement, or as to those held by Dissenting Shareholders, other than those Dissenting Shareholders deemed to have participated in the Arrangement pursuant to Section 4.15.1, to receive the fair value of the Extendicare QAT Shares represented by such certificates. 5.2 Extendicare Amalco and the REIT 6.2 Purchaser shall, as soon as practicable following the later of the Effective Date and the date of deposit by a former Shareholder holder of QAT Shares acquired by Purchaser under the Arrangement of a duly completed Letter of Transmittal and Election Form, and certificates the certificate(s) representing such Extendicare Shares and such additional documents as the Depository may reasonably requireQAT Shares, either: (a) forward or cause to be forwarded by first class mail (postage prepaid) to such former Shareholder holder at the address specified in the Letter of Transmittal and Election FormTransmittal; or (b) if requested by such Shareholder holder in the Letter of Transmittal and Election FormTransmittal, make available or cause to be made available at the Depository Depositary for pickup by such Shareholderholder, the certificates representing in the aggregate the number of REIT Units and/or Exchangeable LP Units, and ALC Class A Shares and ALC Class B Purchaser Shares issued to such holder or to which such holder is entitled pursuant to under the Arrangement. 5.3 6.3 If any certificate which immediately prior to the Effective Time represented an interest in outstanding Extendicare QAT Shares that were exchanged pursuant to Section 3.1 has been lost, stolen or destroyed, upon the making of an affidavit of that fact by the Person person claiming such certificate to have been lost, stolen or destroyed, the Depository Depositary will issue and deliver in exchange for such lost, stolen or destroyed certificate the consideration to which the Person holder is entitled pursuant to the Arrangement (and any distributions with respect thereto) as determined in accordance with the Arrangement. The Person person who is entitled to receive such consideration shall, shall as a condition precedent to the receipt thereof, thereof give a bond to each of the REIT, Extendicare Holding Partnership, Extendicare and ALC and their respective transfer agents, which bond is in form and substance satisfactory to each of the REIT, Extendicare Holding Partnership, Extendicare Purchaser and ALC, its transfer agent in such form as is satisfactory to Purchaser and their respective such transfer agents, agent or shall otherwise indemnify Purchaser, Purchaser and the REITtransfer agent, Extendicare Holding Partnershipto the reasonable satisfaction of such parties, Extendicare and ALC and their respective transfer agents against any claim that may be made against any of them with respect to the certificate alleged to have been lost, stolen or destroyed. 5.4 All distributions made with respect to any REIT Units, Exchangeable LP Units, ALC Class A Shares or ALC Class B Shares allotted and issued or transferred pursuant to this Arrangement but for which a certificate has not been issued shall be paid or delivered to the Depository to be held by the Depository for the registered holder thereof. All monies received by the Depository shall be held by it upon such terms as the Depository may reasonably deem appropriate. The Depository shall pay and deliver to any such registered holder, as soon as reasonably practicable after application therefor is made by the registered holder to the Depository in such form as the Depository may reasonably require, such distributions to which such holder is entitled, net of applicable withholding and other taxes, upon delivery of the certificates representing REIT Units, Exchangeable LP Units, ALC Class A Shares or ALC Class B Shares, if any, issued to such holder in accordance with section 5.2 of this Plan of Arrangement. 5.5 Subject to any applicable escheat laws, any 6.4 Any certificate formerly representing Extendicare QAT Shares that is not deposited with all other documents as required by this Plan of Arrangement on or before the sixth fifth anniversary of the Effective Date shall cease to represent a right or claim of any kind or nature, including nature and the right of the holder of such Extendicare QAT Shares to receive ALC Class A the certificates representing Purchaser Shares and/or ALC Class B Shares contemplated by Sections 3.1(c) and (d) and to receive REIT Units and/or Exchangeable LP Units together with Ancillary Rights contemplated by Sections 3.1(f) and/or (h). REIT Units, Exchangeable LP Units and Ancillary Rights issued or made pursuant to the Arrangement shall be deemed to be surrendered to the REIT (in the case of the REIT Units contemplated by Section 3.1(h)) and to Extendicare Holding Partnership and the REIT (in the case of the Exchangeable LP Units and Special Voting Units contemplated by Section 3.1(f)), together with all distributions thereon held for such holder. ALC Class A Shares and ALC Class B Shares not distributed shall remain the property of Extendicare AmalcoPurchaser. 5.6 6.5 No certificates representing fractional REIT Units or Exchangeable LP Units Purchaser Shares shall be issued pursuant to upon the Arrangementexchange of the QAT Shares for Purchaser Shares. In the event that lieu of any exchange ratio referred to herein would in any case result in a former holder of Extendicare Shares being fractional Purchaser Share, each registered QAT Shareholder otherwise entitled to a fractional REIT Unit interest in a Purchaser Share will receive the nearest whole number of Purchaser Shares. For greater certainty, where such fractional interest is greater than or Exchangeable LP Unitequal to 0.5, such REIT Units or Exchangeable LP Units shall the number of Purchaser Shares to be issued will be rounded up to the nearest whole numbernumber of Purchaser Shares and where such fractional interest is less than 0.5, provided that each beneficial former holder the number of Extendicare Shares, shall Purchaser Shares to be entitled issued will be rounded down to the benefit nearest whole number of only one adjustment in respect of each of such holder’s REIT Units or Exchangeable LP UnitsPurchaser Shares.

OUTSTANDING CERTIFICATES AND FRACTIONAL SECURITIES. 5.1 From and after the Effective Time, certificates formerly representing Extendicare Shares Target Securities that were exchanged under the Arrangement Section 3.1 shall represent only the right to receive the consideration to which the holders are entitled under the Arrangement, or as to those held by Dissenting ShareholdersSecurityholders, other than those Dissenting Shareholders Securityholders deemed to have participated in the Arrangement pursuant to Section 4.13.1, to receive the fair value of the Extendicare Target Shares represented by such certificates. 5.2 Extendicare Amalco and Subject to the REIT provisions of the Letter of Transmittal, Acquiror shall, as soon as practicable following the later of the Effective Date and the date of deposit by a former Target Shareholder of a duly completed Letter of Transmittal and Election Form, and the certificates representing such Extendicare Shares and such additional documents as the Depository may reasonably requireTarget Shares, either: (a) forward or cause to be forwarded by first class mail (postage prepaid) to such former Shareholder holder at the address specified in the Letter of Transmittal and Election FormTransmittal; or (b) if requested by such Shareholder holder in the Letter of Transmittal and Election FormTransmittal, make available or cause to be made available at the Depository Depositary for pickup by such Shareholderholder, certificates representing the number of REIT Units Exchangeable Shares and/or Exchangeable LP Units, and ALC Class A Shares and ALC Class B Acquiror Shares issued to such holder or to which such holder is entitled pursuant to under the Arrangement. 5.3 If any certificate which immediately prior to the Effective Time represented an interest in outstanding Extendicare Target Shares that were exchanged pursuant to Section 3.1 has been lost, stolen or destroyed, upon the making of an affidavit of that fact by the Person claiming such certificate to have been lost, stolen or destroyed, the Depository Depositary will issue and deliver in exchange for such lost, lost stolen or destroyed certificate the consideration to which the Person holder is entitled pursuant to the Arrangement (and any dividends or distributions with respect thereto) as determined in accordance with the Arrangement. The Person who is entitled to receive such consideration shall, as a condition precedent to the receipt thereof, give a bond to each of the REIT, Extendicare Holding Partnership, Extendicare Target and ALC Acquiror and their respective transfer agents, which bond is in form and substance satisfactory to each of the REIT, Extendicare Holding Partnership, Extendicare Target and ALC, Acquiror and their respective transfer agents, or shall shall, to the extent agreed by Acquiror and Target, otherwise indemnify the REIT, Extendicare Holding Partnership, Extendicare Target and ALC Acquiror and their respective transfer agents against any claim that may be made against any of them with respect to the certificate alleged to have been lost, stolen or destroyed. 5.4 All distributions dividends or other distributions, if any, made with respect to any REIT Units, Exchangeable LP Units, ALC Class A Shares or ALC Class B Target Shares allotted and issued or transferred pursuant to this Arrangement but for which a certificate has not been issued shall be paid or delivered to the Depository Depositary to be held by the Depository Depositary, in trust, for the registered holder thereof. All monies received by Subject to Section 5.5, the Depository shall be held by it upon such terms as the Depository may reasonably deem appropriate. The Depository Depositary shall pay and deliver to any such registered holder, as soon as reasonably practicable after application therefor is made by the registered holder to the Depository Depositary in such form as the Depository Depositary may reasonably require, such dividends and distributions to which such holder is entitled, net of applicable withholding and other taxes, upon delivery of the certificates representing REIT Units, Exchangeable LP Units, ALC Class A Shares or ALC Class B Shares, if any, issued to such holder in accordance with section 5.2 of this Plan of Arrangement. 5.5 Subject to any applicable escheat laws, any Any certificate formerly representing Extendicare Target Shares that is not deposited with all other documents as required by this Plan of Arrangement on or before the sixth anniversary of the Effective Date shall cease to represent a right or claim of any kind or nature, nature including the right of the holder of such Extendicare Shares shares to receive ALC Class A Exchangeable Shares and/or ALC Class B (and any dividend and distributions thereon), Acquiror Shares contemplated by Sections 3.1(c) (and (d) any dividend and to receive REIT Units and/or Exchangeable LP Units together with Ancillary Rights contemplated by Sections 3.1(fdistributions thereon) and/or Cash Consideration, as applicable. In such case, such Exchangeable Shares (h). REIT Units, Exchangeable LP Units and Ancillary Rights issued or made pursuant to the Arrangement shall be deemed to be surrendered to the REIT (in the case of the REIT Units contemplated by Section 3.1(h)) any dividend and to Extendicare Holding Partnership and the REIT (in the case of the Exchangeable LP Units and Special Voting Units contemplated by Section 3.1(f)distributions thereon), Acquiror Shares (together with all dividends and distributions thereon held for thereon) and Cash Consideration shall be returned to ExchangeCo or Acquiror, as applicable, and such holder. ALC Class A Exchangeable Shares and ALC Class B Acquiror Shares not distributed shall remain the property of Extendicare Amalcobe cancelled. 5.6 No certificates representing fractional REIT Units Exchangeable Shares, Acquiror Shares or Exchangeable LP Units Target Shares shall be issued pursuant to the under this Arrangement. In the event that lieu of any exchange ratio referred to herein would in any case result in a former fractional shares: (a) each registered holder of Extendicare Target Shares being otherwise entitled to a fractional REIT Unit interest in an Exchangeable Share or Exchangeable LP Unit, such REIT Units or Exchangeable LP Units shall be rounded to Acquiror Share will receive the nearest whole numbernumber of Exchangeable Shares or Acquiror Shares, provided that respectively (with fractions equal to exactly 0.5 being rounded up); (b) each beneficial former registered holder of Extendicare Shares, shall be Target Options otherwise entitled to a fractional interest in a Target Share will receive the benefit nearest whole number of only one adjustment Target Shares (with all fractions being rounded down); and (c) each registered holder of Target Warrants otherwise entitled to a fractional interest in respect a Target Share will receive the nearest whole number of each of such holder’s REIT Units or Exchangeable LP UnitsTarget Shares (with fractions equal to exactly 0.5 being rounded up).

OUTSTANDING CERTIFICATES AND FRACTIONAL SECURITIES. 5.1 6.1 At or before the Effective Time, Can Merger Sub will cause Parent to deposit with the Arrangement Depositary for the benefit of the Tribute Common Shareholders one or more certificates or other entitlements representing the aggregate number of Parent Shares required to be delivered by Can Merger Sub to the Tribute Common Shareholders pursuant to Sections 3.1(e) (calculated without reference to whether any Tribute Common Shareholder has exercised Dissent Rights). 6.2 From and after the Effective Time, certificates formerly representing Extendicare Shares Tribute Securities that were exchanged under the Arrangement Section 3.1 shall represent only the right to receive (a) the consideration to which the holders are entitled under the Arrangement, or (b) as to those held by Tribute Dissenting Shareholders, Shareholders (other than those Tribute Dissenting Shareholders deemed to have participated in the Arrangement pursuant to Section 4.15.1(b)), to receive the fair value of the Extendicare Tribute Common Shares represented by such certificates. 5.2 Extendicare Amalco and 6.3 Subject to the REIT provisions of the Tribute Letter of Transmittal, Parent shall, as soon as practicable following the later of the Effective Date and the date of deposit by a former Tribute Common Shareholder of a duly completed Tribute Letter of Transmittal and Election Form, and the certificates representing such Extendicare Shares and such additional documents as the Depository may reasonably requireTribute Common Shares, either: (a) forward or cause to be forwarded by first class mail (postage prepaid) to such former Shareholder holder at the address specified in the Tribute Letter of Transmittal and Election FormTransmittal; or (b) if requested by such Shareholder holder in the Tribute Letter of Transmittal and Election FormTransmittal, make available or cause to be made available at the Depository Arrangement Depositary for pickup by such Shareholderholder, certificates representing the number of REIT Units and/or Exchangeable LP Units, and ALC Class A Shares and ALC Class B Parent Shares issued to such holder or to which such holder is entitled pursuant under the Arrangement, but only to the Arrangementextent that Parent issues Parent Shares in certificated form or as otherwise determined by the Memorandum and Articles of Association of Parent. 5.3 6.4 If any certificate which immediately prior to the Effective Time represented an interest in outstanding Extendicare Tribute Common Shares that were exchanged pursuant to Section 3.1 has been lost, stolen or destroyed, upon the making of an affidavit of that fact by the Person claiming such certificate to have been lost, stolen or destroyed, the Depository Arrangement Depositary will issue and deliver in exchange for such lost, lost stolen or destroyed certificate the consideration to which the Person holder is entitled pursuant to the Arrangement (and any dividends or distributions with respect thereto) as determined in accordance with the Arrangement. The Person who is entitled to receive such consideration shall, as a condition precedent to the receipt thereof, give a bond to each of the REIT, Extendicare Holding Partnership, Extendicare Tribute and ALC Parent and their respective transfer agents, which bond is in form and substance satisfactory to each of the REIT, Extendicare Holding Partnership, Extendicare Tribute and ALC, Parent and their respective transfer agents, or shall shall, to the extent agreed by Tribute and Parent, otherwise indemnify the REIT, Extendicare Holding Partnership, Extendicare Tribute and ALC Parent and their respective transfer agents against any claim that may be made against any of them with respect to the certificate alleged to have been lost, stolen or destroyed. 5.4 6.5 All distributions dividends or other distributions, if any, made with respect to any REIT Units, Exchangeable LP Units, ALC Class A Shares or ALC Class B Tribute Common Shares allotted and issued or transferred pursuant to this the Arrangement but for which a certificate has not been issued shall be paid or delivered to the Depository Arrangement Depositary to be held by the Depository Arrangement Depositary, in trust, for the registered holder thereof. All monies received by Subject to Section 6.3, the Depository shall be held by it upon such terms as the Depository may reasonably deem appropriate. The Depository Arrangement Depositary shall pay and deliver to any such registered holder, as soon as reasonably practicable after application therefor is made by the registered holder to the Depository Arrangement Depositary in such form as the Depository Arrangement Depositary may reasonably require, such dividends and distributions to which such holder is entitled, net of applicable withholding and other taxes, upon delivery of the certificates representing REIT Units, Exchangeable LP Units, ALC Class A Shares or ALC Class B Shares, if any, issued to such holder in accordance with section 5.2 of this Plan of Arrangement. 5.5 Subject to any applicable escheat laws, any 6.6 Any certificate formerly representing Extendicare Tribute Common Shares that is not deposited with all other documents as required by this Plan of Arrangement on or before the sixth anniversary of the Effective Date shall cease to represent a right or claim of any kind or nature, nature including the right of the holder of such Extendicare Shares shares to receive ALC Class A Parent Shares and/or ALC Class B Shares contemplated by Sections 3.1(c) (and (d) any dividend and to receive REIT Units and/or Exchangeable LP Units together with Ancillary Rights contemplated by Sections 3.1(f) and/or (hdistributions thereon). REIT UnitsIn such case, Exchangeable LP Units and Ancillary Rights issued or made pursuant to the Arrangement shall be deemed to be surrendered to the REIT such Parent Shares (in the case of the REIT Units contemplated by Section 3.1(h)) and to Extendicare Holding Partnership and the REIT (in the case of the Exchangeable LP Units and Special Voting Units contemplated by Section 3.1(f)), together with all dividends and distributions thereon held thereon) shall be returned to Parent and such Parent Shares shall be sold by Parent for such holder. ALC Class A Shares the account of Parent in accordance with the relevant provisions of Parent’s Memorandum and ALC Class B Shares not distributed shall remain the property Articles of Extendicare AmalcoAssociation. 5.6 6.7 No certificates representing fractional REIT Units Parent Shares or Exchangeable LP Units Tribute Common Shares shall be issued pursuant to the under this Arrangement. In the event that lieu of any exchange ratio referred to herein would in any case result in a former fractional shares: (a) each registered holder of Extendicare Tribute Common Shares being otherwise entitled to a fractional REIT Unit or Exchangeable LP Unit, such REIT Units or Exchangeable LP Units shall be rounded to interest in a Parent Share will receive the nearest whole number, provided that number of Parent Shares (with fractions equal to exactly 0.5 being rounded up); and (b) each beneficial former registered holder of Extendicare Shares, shall be Tribute Options otherwise entitled to a fractional interest in a Tribute Common Share will receive the benefit nearest whole number of only one adjustment in respect of each of such holder’s REIT Units or Exchangeable LP UnitsTribute Common Shares (with fractions equal to exactly 0.5 being rounded up).

OUTSTANDING CERTIFICATES AND FRACTIONAL SECURITIES. 5.1 From and after the Effective Time, certificates formerly representing Extendicare Minera Andes Shares that were exchanged under the Arrangement Section 3.1 shall represent only the right to receive the consideration to which the holders are entitled under the Arrangement, or as to those held by Dissenting Shareholders, other than those Dissenting Shareholders deemed to have participated in the Arrangement pursuant to Section 4.1, to receive the fair value of the Extendicare Minera Andes Shares represented by such certificates. 5.2 Extendicare Amalco and the REIT Exchangeco shall, as soon as practicable following the later of the Effective Date and the date of deposit by a former Shareholder to the Depositary for cancellation of a duly completed Letter of Transmittal and Election FormTransmittal, the certificates representing one or more Minera Andes Shares, and certificates representing such Extendicare other documents and instruments as would have been required to effect the transfer of the Minera Andes Shares under the ABCA and the articles of Minera Andes and such additional other documents and instruments as the Depository Depositary may reasonably require, either: (a) forward deliver or cause to be forwarded delivered by first class mail (postage prepaid) to such former Shareholder holder at the address specified in the Letter of Transmittal and Election FormTransmittal; or (b) if requested by such Shareholder holder in the Letter of Transmittal and Election FormTransmittal, make available or cause to be made available at the Depository Depositary for pickup by such Shareholderholder, certificates representing the number of REIT Units and/or Exchangeable LP Units, and ALC Class A Shares and ALC Class B Shares issued to such holder or to which such holder is entitled pursuant to receive under the Arrangement. 5.3 If any certificate which immediately prior to the Effective Time represented an interest in one or more outstanding Extendicare Minera Andes Shares that were exchanged pursuant to Section 3.1 for Exchangeable Shares has been lost, stolen or destroyed, upon the making of an affidavit of that fact by the Person claiming such certificate to have been lost, stolen or destroyed, the Depository Depositary will issue and deliver in exchange for such lost, lost stolen or destroyed certificate, a certificate or certificates representing the consideration Exchangeable Shares to which the Person holder is entitled pursuant to the Arrangement (and any distributions with respect thereto) as determined in accordance with the Arrangement. The Person who is entitled to receive such consideration a certificate or certificates representing the Exchangeable Shares shall, as a condition precedent to the receipt thereof, give a bond to each of the REIT, Extendicare Holding Partnership, Extendicare Minera Andes and ALC Exchangeco and their respective transfer agents, which bond is in form and substance agents satisfactory to each of the REITMinera Andes and Exchangeco, Extendicare Holding Partnership, Extendicare in such amount as Minera Andes and ALC, and their respective transfer agentsExchangeco may direct, or shall shall, to the extent agreed by Exchangeco and Minera Andes, otherwise indemnify the REIT, Extendicare Holding Partnership, Extendicare Minera Andes and ALC Exchangeco and their respective transfer agents against any claim that may be made against any of them with respect to the certificate alleged to have been lost, stolen or destroyeddestroyed and shall otherwise take such actions as may be required by the articles of Minera Andes. 5.4 All distributions made Subject to the requirements of applicable law with respect to any REIT Units, Exchangeable LP Units, ALC Class A Shares or ALC Class B Shares allotted and issued or transferred pursuant to this Arrangement but for which a certificate has not been issued shall be paid or delivered to the Depository to be held by the Depository for the registered holder thereof. All monies received by the Depository shall be held by it upon such terms as the Depository may reasonably deem appropriate. The Depository shall pay and deliver to any such registered holder, as soon as reasonably practicable after application therefor is made by the registered holder to the Depository in such form as the Depository may reasonably require, such distributions to which such holder is entitled, net of applicable withholding and other taxes, upon delivery of the certificates representing REIT Units, Exchangeable LP Units, ALC Class A Shares or ALC Class B Shares, if any, issued to such holder in accordance with section 5.2 of this Plan of Arrangement. 5.5 Subject to any applicable escheat lawsunclaimed property, any certificate formerly representing Extendicare Minera Andes Shares that is not deposited with all other documents as required by this Plan of Arrangement on or before the sixth fifth anniversary of the Effective Date shall cease to represent a right or claim of any kind or nature, nature including the right of the holder of such Extendicare Shares shares to receive ALC Class A Exchangeable Shares. In such case, such Exchangeable Shares and/or ALC Class B Shares contemplated by Sections 3.1(c) and (d) and to receive REIT Units and/or Exchangeable LP Units together with Ancillary Rights contemplated by Sections 3.1(f) and/or (h). REIT Units, Exchangeable LP Units and Ancillary Rights issued or made pursuant to the Arrangement shall be deemed returned to Exchangeco and such Exchangeable Shares shall be surrendered to the REIT (in the case of the REIT Units contemplated by Section 3.1(h)) and to Extendicare Holding Partnership and the REIT (in the case of the Exchangeable LP Units and Special Voting Units contemplated by Section 3.1(f)), together with all distributions thereon held for such holder. ALC Class A Shares and ALC Class B Shares not distributed shall remain the property of Extendicare Amalcocancelled. 5.6 5.5 No fractional REIT Units or Exchangeable LP Units Shares shall be issued pursuant to the under this Arrangement. In the event that any exchange ratio referred to herein would in any case result in a former holder of Extendicare Minera Andes Shares being would otherwise be entitled to a fractional REIT Unit or fraction of an Exchangeable LP UnitShare, the number of Exchangeable Shares issued to such REIT Units or Exchangeable LP Units holder shall be rounded up to the nearest whole numbernumber of Exchangeable Shares if the fractional entitlement is equal to or greater than 0.5 and shall, provided that each beneficial former without any additional compensation, be rounded down to the lesser whole number of Exchangeable Shares if the fractional entitlement is less than 0.5. 5.6 No dividends or other distributions declared or made after the Effective Time with respect to Exchangeable Shares with a record date after the Effective Time shall be paid to the holder of Extendicare Sharesany unsurrendered certificate which, shall be entitled immediately prior to the benefit of only one adjustment in respect of each Effective Time, represented outstanding Minera Andes Shares unless and until the holder of such certificate shall surrender such certificate in accordance with Section 5.2 or 5.3, as the case may be. Subject to applicable Law and Section 7.1, at the time of such surrender of any such certificate (or, in the case of clause (ii) below, at the appropriate payment date), there shall, in addition to the issue and delivery of the certificates representing the Exchangeable Shares to which such holder is entitled, be paid to such holder’s REIT Units , without interest, (i) the amount of the dividend or other distribution with a record date after the Effective Time theretofore paid with respect to the Exchangeable LP UnitsShares to which such holder is entitled pursuant hereto and (ii) to the extent not paid under clause (i), the amount of dividends or other distributions with a record date after the Effective Time and with a payment date subsequent to surrender.

OUTSTANDING CERTIFICATES AND FRACTIONAL SECURITIES. 5.1 4.1 From and after the Effective Time, certificates formerly representing Extendicare GLN Shares and certificates formerly representing GLN Warrants under the Arrangement shall represent only the right to receive the consideration to which the holders GLN Shareholders are entitled under the Arrangement, or as to those held by Dissenting Shareholders, other than those Dissenting Shareholders deemed to have participated in the Arrangement pursuant to Section 4.15.1, to receive the fair value of the Extendicare GLN Shares represented by such certificates. 5.2 Extendicare Amalco 4.2 From and after the REIT Effective Time, the warrants providing for the GLN Warrants shall represent only the right to receive the consideration to which the holders thereof are entitled under the Arrangement. 4.3 Exito shall, as soon as practicable following the later of the Effective Date and (other than a Dissenting Shareholder who exercised Dissent Rights which remain valid immediately prior to the date of deposit by a former Shareholder of a duly completed Letter of Transmittal and Election FormEffective Time), and certificates representing such Extendicare Shares and such additional documents as the Depository may reasonably require, either: (a) forward or cause to be forwarded by first class mail (postage prepaid) to such former Shareholder holder at the address specified in the Letter of Transmittal and Election Form; or (b) if requested share register held by such Shareholder in the Letter of Transmittal and Election FormDepositary, make available or cause to be made available at Direct Registration System statements issued by the Depository for pickup by such Shareholder, certificates representing Depositary evidencing the number of REIT Units and/or Exchangeable LP Units, and ALC Class A Shares and ALC Class B Exito Shares issued to such holder or to which such holder is entitled pursuant to under the Arrangement. 5.3 4.4 If any certificate which immediately prior to the Effective Time represented an interest in outstanding Extendicare GLN Shares that were exchanged pursuant to Section 3.1 has been lost, stolen or destroyed, upon the making of an affidavit of that fact by the Person person claiming such certificate to have been lost, stolen or destroyed, the Depository Depositary will issue and deliver in exchange for such lost, lost stolen or destroyed certificate the consideration to which the Person holder is entitled pursuant to the Arrangement (and any dividends or distributions with respect thereto) as determined in accordance with the Arrangement. The Person person who is entitled to receive such consideration shall, as a condition precedent to the receipt thereof, give a bond to each of the REIT, Extendicare Holding Partnership, Extendicare Exito and ALC and their respective its transfer agentsagent, which bond is in form and substance satisfactory to each of the REIT, Extendicare Holding Partnership, Extendicare Exito and ALC, and their respective its transfer agentsagent, or shall otherwise indemnify the REIT, Extendicare Holding Partnership, Extendicare Exito and ALC and their respective its transfer agents agent against any claim that may be made against any of them with respect to the certificate alleged to have been lost, stolen or destroyed. 5.4 All distributions made with respect to any REIT Units, Exchangeable LP Units, ALC Class A Shares or ALC Class B Shares allotted and issued or transferred pursuant to this Arrangement but for which a certificate has not been issued shall be paid or delivered to the Depository to be held by the Depository for the registered holder thereof. All monies received by the Depository shall be held by it upon such terms as the Depository may reasonably deem appropriate. The Depository shall pay and deliver to any such registered holder, as soon as reasonably practicable after application therefor is made by the registered holder to the Depository in such form as the Depository may reasonably require, such distributions to which such holder is entitled, net of applicable withholding and other taxes, upon delivery of the certificates representing REIT Units, Exchangeable LP Units, ALC Class A Shares or ALC Class B Shares, if any, issued to such holder in accordance with section 5.2 of this Plan of Arrangement. 5.5 Subject to any applicable escheat laws, any 4.5 Any certificate formerly representing Extendicare GLN Shares that is not deposited with all other documents as required by this Plan of Arrangement on or before the sixth (6th) anniversary of the Effective Date shall cease to represent a right or claim of any kind or nature, including nature and the right of the holder of such Extendicare GLN Shares to receive ALC Class A Shares and/or ALC Class B Shares contemplated by Sections 3.1(creceive: (i) and (d) and to receive REIT Units and/or Exchangeable LP Units together with Ancillary Rights contemplated by Sections 3.1(f) and/or (h). REIT Units, Exchangeable LP Units and Ancillary Rights issued or made pursuant to the Arrangement shall be deemed to be surrendered to the REIT (in the case of the REIT Units contemplated by Section 3.1(h)) and to Extendicare Holding Partnership and the REIT (in the case of the Exchangeable LP Units and Special Voting Units contemplated by Section 3.1(f)), together with all distributions thereon held for such holder. ALC Class A Shares and ALC Class B Shares not distributed shall remain the property of Extendicare Amalco. 5.6 No fractional REIT Units or Exchangeable LP Units shall be issued pursuant to the Arrangement. In the event that any exchange ratio referred to herein would in any case result in a former holder of Extendicare Shares being entitled to a fractional REIT Unit or Exchangeable LP Unit, such REIT Units or Exchangeable LP Units shall be rounded to the nearest whole number, provided that each beneficial former holder of Extendicare certificates representing Exito Shares, shall be entitled to the benefit of only one adjustment in respect of each of such holder’s REIT Units or Exchangeable LP Units.; and/or

OUTSTANDING CERTIFICATES AND FRACTIONAL SECURITIES. 5.1 4.1 From and after the Effective Time, any certificates formerly representing Extendicare Company Shares under the Arrangement held by Former Company Shareholders shall represent only the right to receive the consideration Consideration to which the holders are entitled under the Arrangement, or as to those held by Dissenting Shareholders, other than those Dissenting Shareholders deemed to have participated in the Arrangement pursuant to Section 4.1, to receive the fair value of the Extendicare Company Shares represented by such certificates. 5.2 Extendicare Amalco and the REIT shall4.2 Newmarket, as soon as practicable following the later of the Effective Date and the date of deposit by a former Former Company Shareholder of a duly completed Letter of Transmittal and Election Form, and the certificates representing the Company Shares held by such Extendicare Shares and such additional documents as the Depository may reasonably requireFormer Company Shareholder, will either: (a) forward or cause to be forwarded by first class mail (postage prepaid) to such former Former Company Shareholder at the address specified in the Letter of Transmittal and Election Form; Transmittal, or (b) if requested by such Former Company Shareholder in the Letter of Transmittal and Election FormTransmittal, make available or cause to be made available at the Depository Depositary for pickup by such ShareholderFormer Company Shareholder certificates, certificates representing the number of REIT Units and/or Exchangeable LP Units, and ALC Class A Shares and ALC Class B Newmarket Shares issued to such holder or to which such holder is entitled pursuant to under the Arrangement. 5.3 4.3 If any certificate which immediately prior to the Effective Time represented an interest in outstanding Extendicare Company Shares that were exchanged transferred or cancelled pursuant to Section 3.1 has been lost, stolen or destroyed, upon the making of an affidavit of that fact by the Person person claiming such certificate to have been lost, stolen or destroyed, the Depository will Depositary shall issue and deliver in exchange for such lost, stolen or destroyed certificate the consideration Consideration to which the Person holder is entitled pursuant to the Arrangement (and any dividends or distributions with respect thereto) as determined in accordance with ). Unless otherwise agreed to by Newmarket, the Arrangement. The Person person who is entitled to receive such consideration Consideration shall, as a condition precedent to the receipt thereof, give a bond to each of Newmarket and the REIT, Extendicare Holding Partnership, Extendicare and ALC and their respective transfer agentsDepositary, which bond is in form and substance satisfactory to each of Newmarket and the REIT, Extendicare Holding Partnership, Extendicare and ALC, and their respective transfer agentsDepositary, or shall otherwise indemnify the REIT, Extendicare Holding Partnership, Extendicare Newmarket and ALC and their respective its transfer agents agent against any claim that may be made against any of them with respect to the certificate alleged to have been lost, stolen or destroyed. 5.4 4.4 All dividends and distributions made after the Effective Time with respect to any REIT Units, Exchangeable LP Units, ALC Class A Shares or ALC Class B Newmarket Shares allotted and issued or transferred pursuant to this Arrangement but for which a certificate has not been issued shall be paid or delivered to the Depository Depositary to be held by the Depository Depositary in trust for the registered holder thereofof such Newmarket Shares. All monies received by the Depository Depositary shall be held invested by it in interest-bearing trust accounts upon such terms as the Depository Depositary may reasonably deem appropriate. The Depository Subject to this Section 4.4, the Depositary shall pay and deliver to any such registered holder, as soon as reasonably practicable after application therefor is made by the registered holder to the Depository Depositary in such form as the Depository Depositary may reasonably require, such distributions and any interest thereon to which such holder is entitled, net of any applicable withholding and other taxes, upon delivery of the certificates representing REIT Units, Exchangeable LP Units, ALC Class A Shares or ALC Class B Shares, if any, issued to such holder in accordance with section 5.2 of this Plan of Arrangement. 5.5 Subject 4.5 Any certificate which immediately prior to any applicable escheat laws, any certificate formerly representing Extendicare the Effective Time represented Company Shares that is not deposited with all other documents as required by this Plan of Arrangement on or before the sixth anniversary of the Effective Date shall cease to represent a right or claim of any kind or naturenature and, including for greater certainty, the right of the holder Former Company Shareholder of such Extendicare Company Shares to receive ALC Class A Shares and/or ALC Class B Shares contemplated by Sections 3.1(c) and (d) and to receive REIT Units and/or Exchangeable LP Units together with Ancillary Rights contemplated by Sections 3.1(f) and/or (h). REIT Units, Exchangeable LP Units and Ancillary Rights issued or made pursuant to the Arrangement Consideration shall be deemed to be surrendered to the REIT (in the case of the REIT Units contemplated by Section 3.1(h)) and to Extendicare Holding Partnership and the REIT (in the case of the Exchangeable LP Units and Special Voting Units contemplated by Section 3.1(f)), Newmarket together with all dividends, distributions or cash payments thereon held for such holder. ALC Class A For greater certainty, on such date, any certificate formerly representing Company Shares and ALC Class B Shares not distributed shall remain the property cease to represent a claim or interest of Extendicare Amalcoany kind or nature against Company or Newmarket. 5.6 No fractional REIT Units or Exchangeable LP Units 4.6 In no event shall be issued pursuant to the Arrangement. In the event that any exchange ratio referred to herein would in any case result in a former holder of Extendicare Company Shares being be entitled to a fractional REIT Unit or Exchangeable LP UnitNewmarket Share. Where the aggregate number of Newmarket Shares to be issued to a Company Shareholder as Consideration under the Arrangement would result in a fraction of a Newmarket Share being issuable, the number of Newmarket Shares to be received by such REIT Units or Exchangeable LP Units Company Shareholder shall be rounded down to the nearest whole number, provided that each beneficial former holder of Extendicare Shares, shall be entitled to the benefit of only one adjustment in respect of each of such holder’s REIT Units or Exchangeable LP UnitsNewmarket Share.

OUTSTANDING CERTIFICATES AND FRACTIONAL SECURITIES. 5.1 From and after the Effective Time, 4.1 Any certificates formerly representing Extendicare Shares under the Arrangement shall represent only the right to receive the consideration to which the holders Trust Units that are entitled under the Arrangementnot deposited, or as to those held by Dissenting Shareholders, other than those Dissenting Shareholders deemed to have participated in the Arrangement pursuant to Section 4.1, to receive the fair value of the Extendicare Shares represented by such certificates. 5.2 Extendicare Amalco and the REIT shall, as soon as practicable following the later of the Effective Date and the date of deposit by a former Shareholder of together with a duly completed Letter of Transmittal and Election Formany other documents as may reasonably be required shall, from and after the Effective Date, represent only the right to receive ParentCo Shares in respect thereof. If certificates formerly representing Trust Units have not been so deposited on or before the sixth anniversary of the Effective Date, such certificates shall cease to represent a right or claim of any kind or nature and the right of the holder of the Trust Units previously represented thereby to receive ParentCo Shares shall be deemed to be surrendered to ParentCo, together with all interest or distributions thereon held for such holder. 4.2 Registration of interests in and transfers of the ParentCo Shares will be made through a book-based system (the “Book Entry System”) administered by CDS. On or about the Effective Date, ParentCo will deliver to CDS one or more certificates evidencing the aggregate number of ParentCo Shares issued in connection with the Arrangement. ParentCo Shares may be purchased, transferred or surrendered for redemption through a participant in the CDS depository service (a “CDS Participant”). All rights of holders of ParentCo Shares may be exercised through, and certificates representing such Extendicare Shares and such additional documents as the Depository may reasonably require, either: (a) forward all payments or cause to be forwarded by first class mail (postage prepaid) to such former Shareholder at the address specified in the Letter of Transmittal and Election Form; or (b) if requested by such Shareholder in the Letter of Transmittal and Election Form, make available or cause to be made available at the Depository for pickup by such Shareholder, certificates representing the number of REIT Units and/or Exchangeable LP Units, and ALC Class A Shares and ALC Class B Shares issued to such holder or other property to which such holder is entitled pursuant entitled, may be made or delivered by, CDS or the CDS Participant through which the holder holds such ParentCo Shares. Upon purchase of such ParentCo Shares, the holders will receive only a customer confirmation from the registered dealer which is a CDS Participant and from or through which the ParentCo Shares are purchased. ParentCo may issue certificates representing ParentCo Shares to one or more shareholders, where such issuances is warranted in the Arrangementopinion of ParentCo. ParentCo also has the option to terminate registration of the ParentCo Shares through the Book Entry System, in which case certificates for the ParentCo Shares in fully registered form would be issued to beneficial owners of such ParentCo Shares or their nominees. 5.3 4.3 If any certificate which immediately prior to the Effective Time represented an interest in outstanding Extendicare Shares Trust Units that were exchanged transferred pursuant to Section 3.1 subsections 4.1 hereof has been lost, stolen or destroyed, upon the making of an affidavit of that fact by the Person person claiming such certificate to have been lost, stolen or destroyed, the Depository will issue and deliver registered holder thereof in exchange for such lost, stolen or destroyed certificate the consideration to which the Person is entitled pursuant to the Arrangement (and any distributions with respect thereto) as determined in accordance with the Arrangement. The Person who is entitled to receive such consideration Unit Register shall, as a condition precedent to the receipt thereofof any ParentCo Shares to be issued to such person, give provide to ParentCo a bond to each of the REITbond, Extendicare Holding Partnership, Extendicare and ALC and their respective transfer agents, which bond is in form and substance satisfactory to each of the REIT, Extendicare Holding Partnership, Extendicare and ALC, and their respective transfer agentsParentCo, or shall otherwise indemnify the REITParentCo to its satisfaction, Extendicare Holding Partnershipin its sole and absolute discretion, Extendicare and ALC and their respective transfer agents against any claim that may be made against any of them with respect to the certificate alleged to have been lost, stolen or destroyed. 5.4 All distributions made with respect to any REIT Units, Exchangeable LP Units, ALC Class A Shares or ALC Class B Shares allotted and issued or transferred pursuant to this Arrangement but for which a certificate has not been issued shall be paid or delivered to the Depository to be held by the Depository for the registered holder thereof. All monies received by the Depository shall be held by it upon such terms as the Depository may reasonably deem appropriate. The Depository shall pay and deliver to any such registered holder, as soon as reasonably practicable after application therefor is made by the registered holder to the Depository in such form as the Depository may reasonably require, such distributions to which such holder is entitled, net of applicable withholding and other taxes, upon delivery of the certificates representing REIT Units, Exchangeable LP Units, ALC Class A Shares or ALC Class B Shares, if any, issued to such holder in accordance with section 5.2 of this Plan of Arrangement. 5.5 Subject to any applicable escheat laws, any certificate formerly representing Extendicare Shares that is not deposited with all other documents as required by this Plan of Arrangement on or before the sixth anniversary of the Effective Date shall cease to represent a right or claim of any kind or nature, including the right of the holder of such Extendicare Shares to receive ALC Class A Shares and/or ALC Class B Shares contemplated by Sections 3.1(c) and (d) and to receive REIT Units and/or Exchangeable LP Units together with Ancillary Rights contemplated by Sections 3.1(f) and/or (h). REIT Units, Exchangeable LP Units and Ancillary Rights issued or made pursuant to the Arrangement shall be deemed to be surrendered to the REIT (in the case of the REIT Units contemplated by Section 3.1(h)) and to Extendicare Holding Partnership and the REIT (in the case of the Exchangeable LP Units and Special Voting Units contemplated by Section 3.1(f)), together with all distributions thereon held for such holder. ALC Class A Shares and ALC Class B Shares not distributed shall remain the property of Extendicare Amalco. 5.6 No fractional REIT Units or Exchangeable LP Units shall be issued pursuant to the Arrangement. In the event that any exchange ratio referred to herein would in any case result in a former holder of Extendicare Shares being entitled to a fractional REIT Unit or Exchangeable LP Unit, such REIT Units or Exchangeable LP Units shall be rounded to the nearest whole number, provided that each beneficial former holder of Extendicare Shares, shall be entitled to the benefit of only one adjustment in respect of each of such holder’s REIT Units or Exchangeable LP Units.

OUTSTANDING CERTIFICATES AND FRACTIONAL SECURITIES. 5.1 4.1 From and after the Effective Time, any certificates formerly representing Extendicare Target Shares under the Arrangement held by Former Target Shareholders shall represent only the right to receive the consideration Consideration to which the holders are entitled under the Arrangement, or as to those held by Dissenting Shareholders, other than those Dissenting Shareholders deemed to have participated in the Arrangement pursuant to Section 4.1, to receive the fair value of the Extendicare Target Shares represented by such certificates. 5.2 Extendicare Amalco and the REIT shall4.2 Purchaser, as soon as practicable following the later of the Effective Date and the date of deposit by a former Former Target Shareholder of a duly completed Letter of Transmittal and Election Form, and the certificates representing the Target Shares held by such Extendicare Shares and such additional documents as the Depository may reasonably requireFormer Target Shareholder, will either: (a) forward or cause to be forwarded by first class mail (postage prepaid) to such former Former Target Shareholder at the address specified in the Letter of Transmittal and Election Form; Transmittal, or (b) if requested by such Former Target Shareholder in the Letter of Transmittal and Election FormTransmittal, make available or cause to be made available at the Depository Depositary for pickup by such Shareholder, Former Target Shareholder certificates representing the number of REIT Units and/or Exchangeable LP Units, and ALC Class A Shares and ALC Class B Purchaser Shares issued to such holder or and a cheque representing the cash consideration payable to which such holder is entitled pursuant to under the Arrangement. 5.3 4.3 If any certificate which immediately prior to the Effective Time represented an interest in outstanding Extendicare Target Shares that were exchanged transferred or cancelled pursuant to Section 3.1 has been lost, stolen or destroyed, upon the making of an affidavit of that fact by the Person person claiming such certificate to have been lost, stolen or destroyed, the Depository will Depositary shall issue and deliver in exchange for such lost, stolen or destroyed certificate the consideration Consideration to which the Person holder is entitled pursuant to the Arrangement (and any dividends or distributions with respect thereto) as determined in accordance with ). Unless otherwise agreed to by Xxxxxxxxx, the Arrangement. The Person person who is entitled to receive such consideration Consideration shall, as a condition precedent to the receipt thereof, give a bond to each of Purchaser and the REIT, Extendicare Holding Partnership, Extendicare and ALC and their respective transfer agentsDepositary, which bond is in form and substance satisfactory to each of Purchaser and the REIT, Extendicare Holding Partnership, Extendicare and ALC, and their respective transfer agentsDepositary, or shall otherwise indemnify the REIT, Extendicare Holding Partnership, Extendicare Purchaser and ALC and their respective its transfer agents agent against any claim that may be made against any of them with respect to the certificate alleged to have been lost, stolen or destroyed. 5.4 4.4 All dividends and distributions made after the Effective Time with respect to any REIT Units, Exchangeable LP Units, ALC Class A Shares or ALC Class B Purchaser Shares allotted and issued or transferred pursuant to this Arrangement but for which a certificate has not been issued shall be paid or delivered to the Depository Depositary to be held by the Depository Depositary in trust for the registered holder thereofof such Purchaser Shares. All monies received by the Depository Depositary shall be held invested by it in interest-bearing trust accounts upon such terms as the Depository Depositary may reasonably deem appropriate. The Depository Subject to this Section 4.4\, the Depositary shall pay and deliver to any such registered holder, as soon as reasonably practicable after application therefor is made by the registered holder to the Depository Depositary in such form as the Depository Depositary may reasonably require, such distributions and any interest thereon to which such holder is entitled, net of any applicable withholding and other taxes, upon delivery of the certificates representing REIT Units, Exchangeable LP Units, ALC Class A Shares or ALC Class B Shares, if any, issued to such holder in accordance with section 5.2 of this Plan of Arrangement. 5.5 Subject 4.5 Any certificate which immediately prior to any applicable escheat laws, any certificate formerly representing Extendicare the Effective Time represented Target Shares that is not deposited with all other documents as required by this Plan of Arrangement on or before the sixth anniversary of the Effective Date shall cease to represent a right or claim of any kind or naturenature and, including for greater certainty, the right of the holder Former Target Shareholder of such Extendicare Target Shares to receive ALC Class A Shares and/or ALC Class B Shares contemplated by Sections 3.1(c) and (d) and to receive REIT Units and/or Exchangeable LP Units together with Ancillary Rights contemplated by Sections 3.1(f) and/or (h). REIT Units, Exchangeable LP Units and Ancillary Rights issued or made pursuant to the Arrangement Consideration shall be deemed to be surrendered to the REIT (in the case of the REIT Units contemplated by Section 3.1(h)) and to Extendicare Holding Partnership and the REIT (in the case of the Exchangeable LP Units and Special Voting Units contemplated by Section 3.1(f)), Purchaser together with all dividends, distributions or cash payments thereon held for such holder. ALC Class A For greater certainty, on such date, any certificate formerly representing Target Shares and ALC Class B Shares not distributed shall remain the property cease to represent a claim or interest of Extendicare Amalcoany kind or nature against Target or Purchaser. 5.6 No fractional REIT Units or Exchangeable LP Units 4.6 In no event shall be issued pursuant to the Arrangement. In the event that any exchange ratio referred to herein would in any case result in a former holder of Extendicare Target Shares being be entitled to a fractional REIT Unit or Exchangeable LP UnitPurchaser Share. Where the aggregate number of Purchaser Shares to be issued to a Target Shareholder as Consideration under the Arrangement would result in a fraction of a Purchaser Share being issuable, the number of Purchaser Shares to be received by such REIT Units or Exchangeable LP Units Target Shareholder shall be shall be rounded up to the nearest whole numberPurchaser Share in the event that a Target Shareholder is entitled to a fractional share representing 0.5 or more of a Purchaser Share and shall be rounded down to the nearest whole Purchaser Share in the event that a Target Shareholder is entitled to a fractional share representing less than 0.5 of a Purchaser Share. Any cash consideration owing to a Target Shareholder shall be rounded up to the next whole cent. 4.7 Purchaser, provided that each beneficial former holder of Extendicare Shares, Target and the Depositary shall be entitled to deduct and withhold from any consideration payable or otherwise deliverable to any person pursuant to the benefit Arrangement and from all dividends or other distributions otherwise payable to any former Target Securityholders such amounts as Purchaser, Target or the Depositary may be required to deduct and withhold therefrom under any provision of only one adjustment applicable laws in respect of each taxes, including without limitation, any amounts payable in respect of Target Options. To the extent that such holder’s REIT Units or Exchangeable LP Unitsamounts are so deducted, withheld and remitted, such amounts shall be treated for all purposes under this Plan of Arrangement as having been paid to the person to whom such amounts would otherwise have been paid.

OUTSTANDING CERTIFICATES AND FRACTIONAL SECURITIES. 5.1 From and after the Effective Time, certificates formerly representing Extendicare Shellbridge Shares under the Arrangement shall represent only the right to receive the consideration to which the holders are entitled under the Arrangement, or as to those held by Dissenting Shareholders, other than those Dissenting Shareholders deemed to have participated in the Arrangement pursuant to Section 4.13.1, to receive the fair value of the Extendicare Shellbridge Shares represented by such certificates. 5.2 Extendicare True Amalco and the REIT shall, as soon as practicable following the later of the Effective Date and the date of deposit by a former Shareholder holder of Shellbridge Shares of a duly completed Letter of Transmittal and Election Form, and the certificates representing such Extendicare Shares and such additional documents as the Depository may reasonably requireShellbridge Shares, either: (a) forward or cause to be forwarded by first class mail (postage prepaid) to such former Shareholder holder at the address specified in the Letter of Transmittal and Election Form; or (b) if requested by such Shareholder holder in the Letter of Transmittal and Election FormTransmittal, make available or cause to be made available at the Depository Depositary for pickup by such Shareholderholder, certificates representing the number of REIT Units and/or Exchangeable LP Trust Units, and ALC Class A Shares and ALC Class B Shares issued to such holder or to which such holder is entitled pursuant to under the Arrangement. 5.3 If any certificate which immediately prior to the Effective Time represented an interest in outstanding Extendicare Shellbridge Shares that were exchanged pursuant to Section 3.1 has been lost, stolen or destroyed, upon the making of an affidavit of that fact by the Person person claiming such certificate to have been lost, stolen or destroyed, the Depository Depositary will issue and deliver in exchange for such lost, lost stolen or destroyed certificate the consideration to which the Person holder is entitled pursuant to the Arrangement (and any dividends or distributions with respect thereto) as determined in accordance with the Arrangement. The Person person who is entitled to receive such consideration shall, as a condition precedent to the receipt thereof, give a bond to each of the REIT, Extendicare Holding Partnership, Extendicare True Newco and ALC Shellbridge and their respective transfer agents, which bond is in form and substance satisfactory to each of the REIT, Extendicare Holding Partnership, Extendicare True Newco and ALC, Shellbridge and their respective transfer agents, or shall otherwise indemnify the REIT, Extendicare Holding Partnership, Extendicare True Newco and ALC Shellbridge and their respective transfer agents against any claim that may be made against any of them with respect to the certificate alleged to have been lost, stolen or destroyed. 5.4 All distributions made with respect to any REIT Units, Exchangeable LP Units, ALC Class A Shares or ALC Class B Shares Trust Units allotted and issued or transferred pursuant to this Arrangement but for which a certificate has not been issued shall be paid or delivered to the Depository Depositary to be held by the Depository Depositary in trust for the registered holder thereof. All monies received by Subject to Section 5.5, the Depository shall be held by it upon such terms as the Depository may reasonably deem appropriate. The Depository Depositary shall pay and deliver to any such registered holder, as soon as reasonably practicable after application therefor is made by the registered holder to the Depository Depositary in such form as the Depository Depositary may reasonably require, such distributions to which such holder holder, is entitled, net of applicable withholding and other taxes, upon delivery of the certificates representing REIT Units, Exchangeable LP Units, ALC Class A Shares or ALC Class B Shares, if any, issued to such holder in accordance with section 5.2 of this Plan of Arrangement. 5.5 Subject to any applicable escheat laws, any Any certificate formerly representing Extendicare Shellbridge Shares that is not deposited with all other documents as required by this Plan of Arrangement on or before the sixth anniversary of the Effective Date shall cease to represent a right or claim of any kind or nature, nature including the right of the holder of such Extendicare Shares shares to receive ALC Class A Shares and/or ALC Class B Shares contemplated by Sections 3.1(c) Trust Units (and (d) and to receive REIT Units and/or Exchangeable LP Units together with Ancillary Rights contemplated by Sections 3.1(f) and/or (hany distributions thereon). REIT UnitsIn such case, Exchangeable LP Units and Ancillary Rights issued or made pursuant to the Arrangement shall be deemed to be surrendered to the REIT (in the case of the REIT Units contemplated by Section 3.1(h)) and to Extendicare Holding Partnership and the REIT (in the case of the Exchangeable LP Units and Special Voting Units contemplated by Section 3.1(f)), together with all distributions thereon held for such holder. ALC Class A Shares and ALC Class B Shares not distributed shall remain the property of Extendicare Amalco. 5.6 No fractional REIT Units or Exchangeable LP Trust Units shall be issued pursuant returned to the Arrangement. In the event that True Amalco and any exchange ratio referred to herein would distributions in any case result in a former holder respect of Extendicare Shares being entitled to a fractional REIT Unit or Exchangeable LP Unit, such REIT Units or Exchangeable LP Trust Units shall be rounded returned to the nearest whole number, provided that each beneficial former holder of Extendicare Shares, shall be entitled to the benefit of only one adjustment in respect of each of such holder’s REIT Units or Exchangeable LP UnitsTrust.

OUTSTANDING CERTIFICATES AND FRACTIONAL SECURITIES. 5.1 From and after the Effective Time, certificates formerly representing Extendicare Shares under the Arrangement Canetic Units that were exchanged pursuant to Section 3.1 shall represent only the right to receive the consideration to which the holders are entitled under the Arrangement, or as to those certificates representing Canetic Units held by Dissenting ShareholdersUnitholders, other than those Dissenting Shareholders Unitholders deemed to have participated in the Arrangement pursuant to Section 4.1, to receive the fair value of the Extendicare Shares Canetic Units represented by such certificates. 5.2 Extendicare Amalco Penn West and the REIT Canetic shall, as soon as practicable following the later of the Effective Date and the date of deposit by a former Shareholder holder of Canetic Units of a duly executed and completed Letter of Transmittal and Election Form, and the certificates representing such Extendicare Shares and such additional documents as the Depository may reasonably requireCanetic Units, either: (a) forward or cause to be forwarded by first class mail (postage prepaid) to such former Shareholder holder at the address specified in the Letter of Transmittal and Election FormTransmittal; or (b) if requested by such Shareholder holder in the Letter of Transmittal and Election FormTransmittal, make available or cause to be made available at the Depository Depositary for pickup by such Shareholder, holder; certificates representing the number of REIT Penn West Units and/or Exchangeable LP Units, and ALC Class A Shares and ALC Class B Shares issued to be delivered to such holder or to which such holder is entitled pursuant to holders under the Arrangement. 5.3 If any certificate which immediately prior to the Effective Time represented an interest in outstanding Extendicare Shares Canetic Units that were exchanged pursuant to Section 3.1 3.1, has been lost, stolen or destroyed, upon the making of an affidavit of that fact by the Person person claiming such certificate to have been lost, stolen or destroyed, the Depository will Depositary shall issue and deliver in exchange for such lost, stolen or destroyed certificate the consideration to which the Person holder is entitled pursuant to the Arrangement (and any dividends or distributions with respect thereto) as determined in accordance with the Arrangement. The Person person who is entitled to receive such consideration shall, as a condition precedent to the receipt thereof, give a bond to each of the REIT, Extendicare Holding Partnership, Extendicare Penn West and ALC Canetic and their respective transfer agents, which bond is in form and substance satisfactory to each of the REIT, Extendicare Holding Partnership, Extendicare Penn West and ALC, Canetic and their respective transfer agents, or shall otherwise indemnify the REIT, Extendicare Holding Partnership, Extendicare Penn West and ALC Canetic and their respective transfer agents against any claim that may be made against any of them with respect to the certificate alleged to have been lost, stolen or destroyed. 5.4 All distributions made with respect to any REIT Units, Exchangeable LP Units, ALC Class A Shares or ALC Class B Shares Penn West Units allotted and issued or transferred to former holders of Canetic Units pursuant to this Plan of Arrangement but for which a certificate has not been issued shall be paid or delivered to the Depository Depositary to be held by the Depository Depositary in trust for the registered holder thereof. All monies received by the Depository shall be held by it upon such terms as the Depository may reasonably deem appropriate. The Depository Depositary shall pay and deliver to any such registered holder, as soon as reasonably practicable after application therefor is made by the registered holder to the Depository Depositary in such form as the Depository Depositary may reasonably require, such distributions to which such holder is entitled, net of applicable withholding and other taxes, upon delivery of the certificates representing REIT Units, Exchangeable LP Units, ALC Class A Shares or ALC Class B Shares, if any, issued to such holder in accordance with section 5.2 of this Plan of Arrangement. 5.5 Subject to any applicable escheat laws, any Any certificate formerly representing Extendicare Shares Canetic Units that is not deposited with all other documents as required by this Plan of Arrangement on or before the sixth anniversary of the Effective Date shall cease to represent a right or claim of any kind or nature, nature including the right of the holder of such Extendicare Shares Canetic Units to receive ALC Class A Shares and/or ALC Class B Shares contemplated by Sections 3.1(c) and (d) and to receive REIT Penn West Units and/or Exchangeable LP and, as applicable, cash. In such case, such Penn West Units together with Ancillary Rights contemplated by Sections 3.1(f) and/or (h). REIT Units, Exchangeable LP Units and Ancillary Rights issued or made pursuant to the Arrangement shall be deemed returned to Penn West for cancellation and any distributions in respect of Penn West Units shall be surrendered returned to the REIT (in the case of the REIT Units contemplated by Section 3.1(h)) and to Extendicare Holding Partnership and the REIT (in the case of the Exchangeable LP Units and Special Voting Units contemplated by Section 3.1(f)), together with all distributions thereon held for such holder. ALC Class A Shares and ALC Class B Shares not distributed shall remain the property of Extendicare AmalcoPenn West. 5.6 No certificates representing fractional REIT Units or Exchangeable LP Penn West Units shall be issued pursuant to the under this Plan of Arrangement. In the event that lieu of any exchange ratio referred to herein would in any case result in a former fractional Penn West Unit, each registered holder of Extendicare Shares being Canetic Units otherwise entitled to a fractional REIT Unit or Exchangeable LP Unitinterest in Penn West Units, such REIT Units or Exchangeable LP Units shall be rounded to receive the nearest whole numbernumber of Penn West Units, provided that each beneficial former holder of Extendicare Shares, shall be entitled as applicable (with fractions equal to the benefit of only one adjustment in respect of each of such holder’s REIT Units or Exchangeable LP Unitsexactly 0.5 being rounded up).

OUTSTANDING CERTIFICATES AND FRACTIONAL SECURITIES. 5.1 From and after the Effective Time, certificates formerly representing Extendicare UMG Shares under the Arrangement shall represent only the right to receive the consideration to which the holders are entitled under the Arrangement, or as to those held by Dissenting Shareholders, other than those Dissenting Shareholders deemed to have participated in the Arrangement pursuant to Section 4.1, to receive the fair value of the Extendicare UMG Shares represented by such certificates. 5.2 Extendicare Amalco On the Effective Date, Torque shall provide to the Depositary an irrevocable treasury order authorizing the Depositary, as the registrar and transfer agent of the REIT Torque Shares, to issue certificates representing the aggregate number of Torque Shares to which the UMG Shareholders are entitled in accordance with the terms of the Arrangement and a certified cheque, bank draft or wire transfer of funds in an amount equal to the aggregate cash payment to which the UMG Shareholders are entitled in accordance with the terms of the Arrangement. Subject to Section 5.6, from and after such provision, the Depositary shall be considered to hold such Torque Shares and funds for the sole benefit of the UMG Shareholders. Promptly upon receipt of the treasury order and funds delivered by Torque pursuant to this Section 5.12 and subject to any applicable withholding required pursuant to the ITA or equivalent provincial legislation, the Depositary shall, in the case of UMG Shareholders entitled to cash consideration in accordance with the terms of the Arrangement, cause individual cheques (or other form of immediately available funds) and, in the case of UMG Shareholders entitled to Torque Shares in accordance with the terms of the Arrangement, cause certificates representing Torque Shares: (a) to be forwarded as soon as practicable following the later of the Effective Date and the date of deposit by a former Shareholder of a duly completed Letter of Transmittal and Election Form, and certificates representing such Extendicare Shares and such additional documents as the Depository may reasonably require, either: (a) forward practicable; or cause to be forwarded by first class mail (postage prepaid) to such former Shareholder at the address specified in the Letter of Transmittal and Election Form; or (b) if requested by such Shareholder in the Letter of Transmittal and Election FormTransmittal, make available or cause to be made available as soon as practicable at the Depository offices of the Depositary for pickup pick-up by such UMG Shareholder; in respect of each UMG Shareholder that has deposited with the Depositary a duly completed and executed Letter of Transmittal, together with the share certificates representing the number of REIT Units and/or Exchangeable LP Units, and ALC Class A holder’s UMG Shares and ALC Class B Shares issued to such holder or to which such holder is entitled pursuant other documents and instruments as the Depositary may reasonably require. Such cheques and certificates shall be forwarded by first class mail, postage pre-paid, to the Arrangementperson and at the address specified in the relevant Letter of Transmittal or, if no address has been specified therein, at the address specified for the particular holder in the register of holders of UMG Shares. Cheques and certificates mailed pursuant hereto will be deemed to have been delivered at the time of delivery thereof to the post office. 5.3 If any certificate which immediately prior to the Effective Time represented an interest in outstanding Extendicare UMG Shares that were exchanged transferred or cancelled pursuant to Section 3.1 has been lost, stolen or destroyed, upon the making of an affidavit of that fact by the Person person claiming such certificate to have been lost, stolen or destroyed, the Depository Depositary will issue and deliver in exchange for such lost, lost stolen or destroyed certificate the consideration to which the Person holder is entitled pursuant to the Arrangement (and any dividends or distributions with respect thereto) as determined in accordance with the Arrangement. The Person person who is entitled to receive such consideration shall, as a condition precedent to the receipt thereof, give a bond to each of the REIT, Extendicare Holding Partnership, Extendicare Torque and ALC and their respective its transfer agentsagent, which bond is in form and substance satisfactory to each of the REIT, Extendicare Holding Partnership, Extendicare Torque and ALC, and their respective its transfer agentsagent, or shall otherwise indemnify the REIT, Extendicare Holding Partnership, Extendicare Torque and ALC and their respective its transfer agents agent against any claim that may be made against any of them with respect to the certificate alleged to have been lost, stolen or destroyed. 5.4 No fractional Torque Shares will be issued. In the event that a UMG Shareholder would otherwise be entitled to a fractional Torque Share hereunder, the number of Torque Shares issued to such UMG Shareholder shall be rounded up to the next greater whole number of Torque Shares if the fractional entitlement is equal to or greater than 0.5 and shall, without any additional compensation, be rounded down to the next lesser whole number of Torque Shares if the fractional entitlement is less than 0.5. In calculating such fractional interests, all UMG Shares registered in the name of or beneficially held by such UMG Shareholder or their nominee shall be aggregated. 5.5 All distributions made dividends declared in respect of Torque Shares to which a former UMG Shareholder is entitled in accordance with respect to any REIT Unitsthe terms of the Arrangement, Exchangeable LP Units, ALC Class A Shares or ALC Class B Shares allotted and issued or transferred pursuant to this Arrangement but for which a certificate representing the Torque Shares has not been issued delivered to such UMG Shareholder in accordance with this Article 5, shall be paid or delivered to the Depository Depositary to be held by the Depository in trust for the registered holder thereof. All monies received by the Depository shall be held by it upon such terms as the Depository may reasonably deem appropriate. The Depository shall pay and deliver to any such registered holder, as soon as reasonably practicable after application therefor is made by the registered holder UMG Shareholder for delivery to the Depository in such form as the Depository may reasonably require, such distributions to which such holder is entitledUMG Shareholder, net of applicable all withholding and other taxes, upon delivery of the certificates representing REIT Units, Exchangeable LP Units, ALC Class A Shares or ALC Class B Shares, if any, issued to such holder certificate in accordance with section 5.2 of this Plan of ArrangementArticle 5. 5.5 Subject to any applicable escheat laws, any 5.6 Any certificate formerly representing Extendicare UMG Shares that is not deposited with all other documents as required by this Plan of Arrangement on or before the sixth day immediately preceding the third anniversary of the Effective Date shall cease to represent a right or claim of any kind or naturenature and, including for greater certainty, the right of the holder of such Extendicare UMG Shares to receive ALC Class A received Torque Shares and/or ALC Class B Shares contemplated by Sections 3.1(c) and (d) and to receive REIT Units and/or Exchangeable LP Units together with Ancillary Rights contemplated by Sections 3.1(f) and/or (h). REIT Units, Exchangeable LP Units and Ancillary Rights issued or made pursuant to the Arrangement shall be deemed to be surrendered to the REIT (in the case of the REIT Units contemplated by Section 3.1(h)) and to Extendicare Holding Partnership and the REIT (in the case of the Exchangeable LP Units and Special Voting Units contemplated by Section 3.1(f)), together with all distributions thereon held for such holder. ALC Class A Shares and ALC Class B Shares not distributed shall remain the property of Extendicare AmalcoTorque. 5.6 No fractional REIT Units or Exchangeable LP Units shall be issued pursuant to the Arrangement. In the event that any exchange ratio referred to herein would in any case result in a former holder of Extendicare Shares being entitled to a fractional REIT Unit or Exchangeable LP Unit, such REIT Units or Exchangeable LP Units shall be rounded to the nearest whole number, provided that each beneficial former holder of Extendicare Shares, shall be entitled to the benefit of only one adjustment in respect of each of such holder’s REIT Units or Exchangeable LP Units.

OUTSTANDING CERTIFICATES AND FRACTIONAL SECURITIES. 5.1 From and after the Effective Time, certificates formerly representing Extendicare NAL Shares under the this Plan of Arrangement shall represent only the right to receive the consideration to which the holders Former NAL Shareholders are entitled under this Plan of Arrangement and any dividends or distributions thereon pursuant to Section 5.4 other than, in the Arrangement, or as to those held by case of Dissenting Shareholders, other than those Dissenting Shareholders which are deemed not to have participated in the Arrangement pursuant to Section 4.1, where the certificates formerly representing NAL Shares shall represent only the right to receive the fair value of the Extendicare NAL Shares represented by such certificates; in each case subject to compliance with the requirements set forth in this Article 5. 5.2 Extendicare Amalco and the REIT Pengrowth shall, as soon as practicable following the later of the Effective Date and the date of deposit by a former Former NAL Shareholder of a duly completed Letter of Transmittal and Election Form, and the certificates representing such Extendicare Shares and such additional documents as the Depository may reasonably requireNAL Shares, either: (a) forward or cause to be forwarded by first class mail (postage prepaid) to such former Former NAL Shareholder at the address specified in the Letter of Transmittal and Election FormTransmittal; or (b) if requested by such Former NAL Shareholder in the Letter of Transmittal and Election FormTransmittal, make available or cause to be made available at the Depository offices of the Depositary for pickup by such Former NAL Shareholder, certificates representing the number of REIT Units and/or Exchangeable LP Units, and ALC Class A Shares and ALC Class B Pengrowth Shares issued to such holder Former NAL Shareholder under the Arrangement (together with any dividends or to which such holder is entitled distributions thereon pursuant to the ArrangementSection 5.4). 5.3 If any certificate which immediately prior to the Effective Time represented an interest in outstanding Extendicare NAL Shares that were exchanged pursuant to Section 3.1 3.1(e) has been lost, stolen or destroyed, upon the making of an affidavit of that fact by the Person person claiming such certificate to have been lost, stolen or destroyed, the Depository Depositary will issue and deliver in exchange for such lost, stolen or destroyed certificate the consideration to which the Person Former NAL Shareholder is entitled pursuant to the this Plan of Arrangement (and any dividends or distributions with respect thereto) as determined in accordance with the Arrangementthereon). The Person person who is entitled to receive such consideration shall, as a condition precedent to the receipt thereof, give a bond to each of the REIT, Extendicare Holding Partnership, Extendicare Pengrowth and ALC NAL and their respective transfer agents, which bond is shall be in form and substance satisfactory to each of the REIT, Extendicare Holding Partnership, Extendicare Pengrowth and ALC, NAL and their respective transfer agents, or shall otherwise indemnify the REIT, Extendicare Holding Partnership, Extendicare Pengrowth and ALC NAL and their respective transfer agents against any claim that may be made against any of them with respect to the certificate alleged to have been lost, stolen or destroyed. 5.4 All dividends or other distributions made with respect to any REIT Units, Exchangeable LP Units, ALC Class A Shares or ALC Class B Pengrowth Shares allotted and issued or transferred pursuant to this the Arrangement but for which a certificate has not been issued (including any dividends or other distributions to which a Former NAL Shareholder is entitled) shall be paid or delivered to the Depository Depositary to be held by the Depository Depositary in trust for the registered holder thereof. All monies received by Subject to Section 5.5, the Depository shall be held by it upon such terms as the Depository may reasonably deem appropriate. The Depository Depositary shall pay and deliver to any such registered holder, as soon as reasonably practicable after application therefor is made by the registered holder to the Depository Depositary in such form as the Depository Depositary may reasonably require, such dividends and distributions to which such holder is entitled, net of applicable withholding and other taxes, upon delivery of the certificates representing REIT Units, Exchangeable LP Units, ALC Class A Shares or ALC Class B Shares, if any, issued to such holder in accordance with section 5.2 of this Plan of Arrangement. 5.5 Subject to any applicable escheat laws, any Any certificate formerly representing Extendicare NAL Shares that is not deposited with all other documents as required by this Plan of Arrangement on or before the sixth last Business Day prior to the third anniversary of the Effective Date Date, or such shorter period required under any applicable law, shall cease to represent a right or claim of any kind or nature, nature including the right of the holder of such Extendicare Shares Former NAL Shareholder to receive ALC Class A Pengrowth Shares and/or ALC Class B Shares contemplated by Sections 3.1(c) (and (d) any dividends and to receive REIT Units and/or Exchangeable LP Units together with Ancillary Rights contemplated by Sections 3.1(f) and/or (hother distributions thereon). REIT UnitsIn such case, Exchangeable LP Units and Ancillary Rights issued or made pursuant to the Arrangement shall be deemed to be surrendered to the REIT such Pengrowth Shares (in the case of the REIT Units contemplated by Section 3.1(h)) and to Extendicare Holding Partnership and the REIT (in the case of the Exchangeable LP Units and Special Voting Units contemplated by Section 3.1(f)), together with all dividends and other distributions thereon held thereon) shall be returned to Pengrowth for such holder. ALC Class A cancellation and any dividends or other distributions in respect of Pengrowth Shares and ALC Class B Shares not distributed shall remain the property of Extendicare Amalcobe returned to Pengrowth. 5.6 No certificates representing fractional REIT Units or Exchangeable LP Units Pengrowth Shares shall be issued pursuant to the under this Plan of Arrangement. In the event that lieu of any exchange ratio referred to herein would in any case result in a former holder of Extendicare Shares being fractional Pengrowth Share, each Former NAL Shareholder otherwise entitled to a fractional REIT Unit or Exchangeable LP Unit, such REIT Units or Exchangeable LP Units shall be rounded to interest in a Pengrowth Share will receive the nearest whole number, provided that each beneficial former holder number of Extendicare Shares, shall be entitled Pengrowth Shares (with fractions equal to the benefit of only one adjustment in respect of each of such holder’s REIT Units or Exchangeable LP Unitsexactly 0.5 being rounded up).

OUTSTANDING CERTIFICATES AND FRACTIONAL SECURITIES. 5.1 4.1 From and after the Effective Time, certificates or agreements formerly representing Extendicare Gold Ridge Shares, Gold Ridge Options, EKI Shares under the Arrangement shall represent only the right to receive the consideration to which the holders are entitled to receive under the ArrangementArrangement or, or as to those certificates formerly representing Gold Ridge Shares and/or EKI Shares held by Dissenting Shareholders, other than those Dissenting Shareholders deemed to have participated in the Arrangement pursuant to Section 4.1, to receive the fair value of the Extendicare Gold Ridge Shares represented by such certificates. 5.2 Extendicare Amalco and the REIT shall4.2 Amalco, as soon as practicable following the later of the Effective Date and the date of deposit by a former Shareholder holders of Gold Ridge Securities or EKI Securities of a duly completed Letter of Transmittal (in the case of Gold Ridge) and Election Form, and the certificates representing such Extendicare Shares and such additional documents as the Depository may reasonably require, Gold Ridge Securities will either: (a) forward or cause to be forwarded by first class mail (postage prepaid) to such former Shareholder holder at the address specified in the Letter of Transmittal and Election FormTransmittal; or (b) if requested by such Shareholder holder in the Letter of Transmittal and Election FormTransmittal, make available or cause to be made available at the Depository Depositary for pickup by such Shareholder, holder; certificates representing the number of REIT Units and/or Exchangeable LP Units, and ALC Class A Shares and ALC Class B Shares Amalco Securities issued to such holder or to which such holder is entitled pursuant to under the Arrangement. 5.3 4.3 If any certificate which immediately prior to the Effective Time represented an interest in outstanding Extendicare Gold Ridge Shares that were exchanged transferred pursuant to Section 3.1 has been lost, stolen or destroyed, upon the making of an affidavit of that fact by the Person person claiming such certificate to have been lost, stolen or destroyed, the Depository Depositary will issue and deliver in exchange for such lost, stolen or destroyed certificate the consideration certificates representing that number of Amalco Shares to which the Person holder is entitled pursuant to the Arrangement (and any dividends or distributions with respect thereto) as determined in accordance with the Arrangement. The Person Unless otherwise agreed to by Amalco, the person who is entitled to receive such consideration shall, as a condition precedent to the receipt thereof, give a bond to each of the REIT, Extendicare Holding Partnership, Extendicare Amalco and ALC and their respective its transfer agentsagent, which bond is in form and substance satisfactory to each of the REIT, Extendicare Holding Partnership, Extendicare Amalco and ALC, and their respective its transfer agentsagent, or shall otherwise indemnify the REIT, Extendicare Holding Partnership, Extendicare Amalco and ALC and their respective its transfer agents agent against any claim that may be made against any of them with respect to the certificate alleged to have been lost, stolen or destroyed. 5.4 All distributions made with respect to any REIT Units, Exchangeable LP Units, ALC Class A Shares or ALC Class B Shares allotted and issued or transferred pursuant to this Arrangement but for which a certificate has not been issued shall be paid or delivered to the Depository to be held by the Depository for the registered holder thereof. All monies received by the Depository shall be held by it upon such terms as the Depository may reasonably deem appropriate. The Depository shall pay and deliver to any such registered holder, as soon as reasonably practicable after application therefor is made by the registered holder to the Depository in such form as the Depository may reasonably require, such distributions to which such holder is entitled, net of applicable withholding and other taxes, upon delivery of the certificates representing REIT Units, Exchangeable LP Units, ALC Class A Shares or ALC Class B Shares, if any, issued to such holder in accordance with section 5.2 of this Plan of Arrangement. 5.5 4.4 Subject to any applicable escheat lawslaw, any certificate formerly representing Extendicare Gold Ridge Shares that is not deposited with all other documents as required by this Plan of Arrangement on or before the sixth anniversary of the Effective Date shall cease to represent a right or claim of any kind or naturenature and, including for greater certainty, the right of the holder of such Extendicare Gold Ridge Shares to receive ALC Class A certificates representing Amalco Shares and/or ALC Class B Shares contemplated by Sections 3.1(c) and (d) and to receive REIT Units and/or Exchangeable LP Units together with Ancillary Rights contemplated by Sections 3.1(f) and/or (h). REIT Units, Exchangeable LP Units and Ancillary Rights issued or made pursuant to the Arrangement shall be deemed to be surrendered to the REIT (in the case of the REIT Units contemplated by Section 3.1(h)) and to Extendicare Holding Partnership and the REIT (in the case of the Exchangeable LP Units and Special Voting Units contemplated by Section 3.1(f)), Amalco together with all dividends, distributions or cash payments thereon held for such holder. ALC Class A Shares and ALC Class B Shares not distributed shall remain the property of Extendicare Amalco. 5.6 4.5 No fractional REIT Units or Exchangeable LP Units shall Amalco Shares will be issued pursuant to the Arrangement. issued. 4.6 In the event that any exchange ratio referred to herein would in any case result in a former holder of Extendicare Gold Ridge Shares being or EKI Shares would otherwise be entitled to a fractional REIT Unit or Exchangeable LP UnitAmalco Share upon the issuance of Amalco Shares pursuant to subparagraph 3.1(c)(xii)(a)(c), the number of Amalco Shares issued to such REIT Units or Exchangeable LP Units holder shall be rounded up to the nearest next greater whole numbernumber of Amalco Shares if the fractional entitlement is equal to or greater than 0.5 and shall, provided that each beneficial former without any additional compensation, be rounded down to the next lesser whole number of Amalco Shares, if the fractional entitlement is less than 0.5. 4.7 In calculating the above fractional interests, all Amalco Shares registered in the name of or beneficially held by such holder of Extendicare Amalco Shares, or their nominee shall be entitled to the benefit of only one adjustment in respect of each of such holder’s REIT Units or Exchangeable LP Unitsaggregated.

OUTSTANDING CERTIFICATES AND FRACTIONAL SECURITIES. 5.1 From and after the Effective Time, certificates formerly representing Extendicare Storm Shares and Storm New Common Shares acquired by ARC Resources under the Arrangement shall represent only the right to receive the consideration to which the holders are entitled under the Arrangement, or as to those held by Dissenting Shareholders, other than those Dissenting Shareholders deemed to have participated in the Arrangement pursuant to Section 4.1, to receive the fair value of the Extendicare Shares represented by such certificates. 5.2 Extendicare Amalco ARC, ARC Resources and the REIT ExploreCo shall, as soon as practicable following the later of the Effective Date and the date of deposit by a former Shareholder holder of Storm Shares of a duly completed Letter of Transmittal and Election Form, and the certificates representing such Extendicare Shares and such additional documents as the Depository may reasonably requireStorm Shares, either: (a) forward or cause to be forwarded by first class mail (postage prepaid) to such former Shareholder holder at the address specified in the Letter of Transmittal and Election FormTransmittal; or (b) if requested by such Shareholder holder in the Letter of Transmittal and Election FormTransmittal, make available or cause to be made available at the Depository Depositary for pickup by such Shareholderholder, certificates representing the number of REIT ExploreCo Shares, ExploreCo Warrants, Exchangeable Shares and/or ARC Trust Units and/or Exchangeable LP Units, and ALC Class A Shares and ALC Class B Shares issued to such holder or to which such holder is entitled pursuant to and/or the amount of cash payable under and in accordance with the Arrangement. 5.3 If any certificate which immediately prior to the Effective Time represented an interest in outstanding Extendicare Storm Shares that were exchanged pursuant to Section 3.1 has been lost, stolen or destroyed, upon the making of an affidavit of that fact by the Person person claiming such certificate to have been lost, stolen or destroyed, the Depository Depositary will issue and deliver in exchange for such lost, lost stolen or destroyed certificate the consideration to which the Person holder is entitled pursuant to the Arrangement (and any dividends or distributions with respect thereto) as determined in accordance with the Arrangement. The Person person who is entitled to receive such consideration shall, as a condition precedent to the receipt thereof, give a bond to each of the REITARC, Extendicare Holding Partnership, Extendicare ARC Resources and ALC ExploreCo and their respective transfer agents, which bond is in form and substance satisfactory to each of the REITARC, Extendicare Holding Partnership, Extendicare ARC Resources and ALC, ExploreCo and their respective transfer agents, or shall otherwise indemnify the REITARC, Extendicare Holding Partnership, Extendicare ARC Resources and ALC ExploreCo and their respective transfer agents against any claim that may be made against any of them with respect to the certificate alleged to have been lost, stolen or destroyed. 5.4 All distributions made with respect to any REIT Units, Exchangeable LP Units, ALC Class A Shares or ALC Class B Shares ARC Trust Units allotted and issued or transferred pursuant to this Arrangement but for which a certificate has not been issued shall be paid or delivered to the Depository Depositary to be held by the Depository Depositary in trust for the registered holder thereof. All monies received by the Depository Depositary shall be held invested by it in interest-bearing trust accounts upon such terms as the Depository Depositary may reasonably deem appropriate. The Depository Depositary shall pay and deliver to any such registered holder, as soon as reasonably practicable after application therefor is made by the registered holder to the Depository Depositary in such form as the Depository Depositary may reasonably require, such distributions and any interest thereon to which such holder holder, is entitled, net of applicable withholding and other taxes, upon delivery of the certificates representing REIT Units, Exchangeable LP Units, ALC Class A Shares or ALC Class B Shares, if any, issued to such holder in accordance with section 5.2 of this Plan of Arrangement. 5.5 Subject to any applicable escheat laws, any Any certificate formerly representing Extendicare Storm Shares that is not deposited with all other documents as required by this Plan of Arrangement on or before the sixth last business day prior to the fifth anniversary of the Effective Date shall cease to represent a right or claim of any kind or nature, including nature and the right of the holder of such Extendicare Storm Shares to receive ALC Class A Shares the certificates representing: (i) the ExploreCo Shares; (ii) Exchangeable Shares; and/or ALC Class B Shares contemplated by Sections 3.1(c(iii) ARC Trust Units; and (div) and to receive REIT Units and/or Exchangeable LP Units together with Ancillary Rights contemplated by Sections 3.1(f) and/or (h). REIT Units, Exchangeable LP Units and Ancillary Rights issued or made pursuant in the event the Surmont/XxXxxxxx Transaction closes prior to the Arrangement shall be deemed to be surrendered to the REIT (in the case of the REIT Units contemplated by Section 3.1(h)) and to Extendicare Holding Partnership and the REIT (in the case of the Exchangeable LP Units and Special Voting Units contemplated by Section 3.1(f))Effective Time, together with all distributions thereon held for such holder. ALC Class A Shares and ALC Class B Shares not distributed shall remain the property of Extendicare Amalcocash. 5.6 No certificates representing fractional REIT ARC Trust Units, Exchangeable Shares, ExploreCo Shares or ExploreCo Warrants shall be issued upon the exchange of the Storm Shares or Storm New Common Shares for ARC Trust Units or Exchangeable LP Units shall be issued pursuant to Shares, the Arrangementexchange of Warrant Notes for ExploreCo Warrants and the exchange of ExploreCo Notes for ExploreCo Shares. In the event that lieu of any exchange ratio referred to herein would in any case result in a former holder of Extendicare Shares being fractional ARC Trust Unit, ExploreCo Warrant, Exchangeable Share, or ExploreCo Share, each registered Storm Shareholder otherwise entitled to a fractional REIT Unit or Exchangeable LP interest in an ARC Trust Unit, such REIT Units Exchangeable Share, ExploreCo Share or Exchangeable LP Units shall be rounded to ExploreCo Warrant will receive the nearest whole numbernumber of ARC Trust Units, provided that each beneficial former holder of Extendicare Exchangeable Shares, shall be entitled to ExploreCo Shares or ExploreCo Warrants, as the benefit of only one adjustment in respect of each of such holder’s REIT Units or Exchangeable LP Unitscase may be.

OUTSTANDING CERTIFICATES AND FRACTIONAL SECURITIES. 5.1 From and after the Effective Time, certificates formerly representing Extendicare Harvest Exchangeable Shares under the Arrangement and Viking Units that were exchanged pursuant to Section 3.1 shall represent only the right to receive the consideration to which the holders are entitled under the Arrangement, or as to those held by Dissenting ShareholdersSecurityholders, other than those Dissenting Shareholders Securityholders deemed to have participated in the Arrangement pursuant to Section 4.1, to receive the fair value of the Extendicare Shares Harvest Securities and Viking Units represented by such certificates. 5.2 Extendicare Amalco Harvest and the REIT Viking shall, as soon as practicable following the later of the Effective Date and the date of deposit by a former Shareholder holder of Harvest Exchangeable Shares and Viking Units of a duly completed Letter of Transmittal and Election Form, and the certificates representing such Extendicare Harvest Exchangeable Shares and such additional documents as the Depository may reasonably requireViking Units, either: (a) forward or cause to be forwarded by first class mail (postage prepaid) to such former Shareholder holder at the address specified in the Letter of Transmittal and Election FormTransmittal; or (b) if requested by such Shareholder holder in the Letter of Transmittal and Election FormTransmittal, make available or cause to be made available at the Depository Depositary for pickup by such Shareholderholder, certificates representing the number of REIT Harvest Units and/or Exchangeable LP Units, and ALC Class A Shares and ALC Class B Shares issued to be delivered to such holder or to which such holder is entitled pursuant to under the Arrangement. 5.3 If any certificate which immediately prior to the Effective Time represented an interest in outstanding Extendicare Harvest Exchangeable Shares or Viking Units that were exchanged pursuant to Section 3.1 has been lost, stolen or destroyed, upon the making of an affidavit of that fact by the Person person claiming such certificate to have been lost, stolen or destroyed, the Depository will Depositary shall issue and deliver in exchange for such lost, lost stolen or destroyed certificate the consideration to which the Person holder is entitled pursuant to the Arrangement (and any dividends or distributions with respect thereto) as determined in accordance with the Arrangement. The Person person who is entitled to receive such consideration shall, as a condition precedent to the receipt thereof, give a bond to each of the REIT, Extendicare Holding Partnership, Extendicare Harvest and ALC Viking and their respective transfer agents, which bond is in form and substance satisfactory to each of the REIT, Extendicare Holding Partnership, Extendicare Harvest and ALC, Viking and their respective transfer agents, or shall otherwise indemnify the REIT, Extendicare Holding Partnership, Extendicare Harvest and ALC Viking and their respective transfer agents against any claim that may be made against any of them with respect to the certificate alleged to have been lost, stolen or destroyed. 5.4 All distributions made with respect to any REIT Units, Exchangeable LP Units, ALC Class A Shares or ALC Class B Shares Harvest Units allotted and issued or transferred to former holders of Harvest Exchangeable Shares and Viking Units pursuant to this Arrangement but for which a certificate has not been issued shall be paid or delivered to the Depository Depositary to be held by the Depository Depositary in trust for the registered holder thereof. All monies received by the Depository shall be held by it upon such terms as the Depository may reasonably deem appropriate. The Depository Depositary shall pay and deliver to any such registered holder, as soon as reasonably practicable after application therefor is made by the registered holder to the Depository Depositary in such form as the Depository Depositary may reasonably require, such distributions to which such holder holder, is entitled, net of applicable withholding and other taxes, upon delivery of the certificates representing REIT Units, Exchangeable LP Units, ALC Class A Shares or ALC Class B Shares, if any, issued to such holder in accordance with section 5.2 of this Plan of Arrangement. 5.5 Subject to any applicable escheat laws, any Any certificate formerly representing Extendicare Harvest Exchangeable Shares or Viking Units that is not deposited with all other documents as required by this Plan of Arrangement on or before the sixth anniversary of the Effective Date shall cease to represent a right or claim of any kind or nature, nature including the right of the holder of such Extendicare Shares shares to receive ALC Class A Shares and/or ALC Class B Shares contemplated by Sections 3.1(c) and (d) and to receive REIT Units and/or Exchangeable LP Units together with Ancillary Rights contemplated by Sections 3.1(f) and/or (h)Harvest Units. REIT UnitsIn such case, Exchangeable LP Units and Ancillary Rights issued or made pursuant to the Arrangement shall be deemed to be surrendered to the REIT (in the case of the REIT Units contemplated by Section 3.1(h)) and to Extendicare Holding Partnership and the REIT (in the case of the Exchangeable LP Units and Special Voting Units contemplated by Section 3.1(f)), together with all distributions thereon held for such holder. ALC Class A Shares and ALC Class B Shares not distributed shall remain the property of Extendicare Amalco. 5.6 No fractional REIT Units or Exchangeable LP Harvest Units shall be issued pursuant returned to the Arrangement. In the event that Harvest thereof for cancellation and any exchange ratio referred to herein would distributions in any case result in a former holder respect of Extendicare Shares being entitled to a fractional REIT Unit or Exchangeable LP Unit, such REIT Units or Exchangeable LP Harvest Units shall be rounded returned to the nearest whole number, provided that each beneficial former holder of Extendicare Shares, shall be entitled to the benefit of only one adjustment in respect of each of such holder’s REIT Units or Exchangeable LP UnitsHarvest.

OUTSTANDING CERTIFICATES AND FRACTIONAL SECURITIES. 5.1 4.1 From and after the Effective Time, certificates formerly representing Extendicare Shares under the Arrangement Trust Units and EELP Units that were exchanged pursuant to Section 3.1 shall represent only the right to receive the consideration Common Shares to which the holders are entitled under the Arrangement, or as to those held by Dissenting Shareholders, other than those Dissenting Shareholders deemed to have participated in Article 3 of the Arrangement pursuant to Section 4.1, to receive (including the fair value of the Extendicare Shares represented by certificates representing such certificatesCommon Shares) and dividends or distributions with respect thereto. 5.2 Extendicare 4.2 Newco Amalco and the REIT shall, as soon as practicable following the later of the Effective Date and the date of deposit by a former Shareholder holder of Trust Units or EELP Units, as applicable, of a duly completed executed Letter of Transmittal and Election Form, and the certificates representing such Extendicare Shares Trust Units or EELP Units, as applicable, together with such other documents and such additional documents instruments as the Depository may reasonably require, either: (a) forward or cause to be forwarded by first class mail (postage prepaid) to such former Shareholder holder at the address specified in the Letter of Transmittal and Election FormTransmittal; or (b) if requested by such Shareholder former holder in the Letter of Transmittal and Election FormTransmittal, make available or cause to be made available at the Depository Depositary for pickup by such Shareholderformer holder; certificates or other evidence of ownership (including, certificates without limitation, a "Direct Registration Advice"), representing the number of REIT Units and/or Exchangeable LP Units, and ALC Class A Common Shares and ALC Class B Shares issued to be delivered to such holder or to which such holder is entitled pursuant to former holders under the Arrangement. 5.3 4.3 If any certificate which immediately prior to the Effective Time represented an interest in outstanding Extendicare Shares Trust Units or EELP Units that were exchanged pursuant to Section 3.1 hereof has been lost, stolen or destroyed, upon the making of an affidavit of that fact by the Person person claiming such certificate to have been lost, stolen or destroyed, the Depository will Depositary shall issue and deliver in exchange for such lost, stolen or destroyed certificate the consideration to which the Person holder is entitled pursuant to the Arrangement (and any dividends or distributions with respect thereto) as determined in accordance with the Arrangement. The Person person who is entitled to receive such consideration shallmay be required to, as a condition precedent to the receipt thereof, give a bond to each of the REIT, Extendicare Holding Partnership, Extendicare Newco Amalco and ALC and their respective its transfer agentsagent, which bond is in form and substance satisfactory to each of the REITNewco Amalco and its transfer agent, Extendicare Holding Partnership, Extendicare and ALC, and their respective transfer agentsacting reasonably, or shall otherwise indemnify the REIT, Extendicare Holding Partnership, Extendicare Newco Amalco and ALC and their respective its transfer agents agent against any claim that may be made against any of them with respect to the certificate alleged to have been lost, stolen or destroyed. 5.4 All distributions made with respect to any REIT Units, Exchangeable LP Units, ALC Class A Shares or ALC Class B Shares allotted and issued or transferred pursuant to this Arrangement but for which 4.4 No certificates representing a certificate has not been issued fractional Common Share shall be paid or delivered to the Depository to be held by the Depository for the registered holder thereof. All monies received by the Depository shall be held by it upon such terms as the Depository may reasonably deem appropriate. The Depository shall pay and deliver to any such registered holder, as soon as reasonably practicable after application therefor is made by the registered holder to the Depository in such form as the Depository may reasonably require, such distributions to which such holder is entitled, net of applicable withholding and other taxes, upon delivery of the certificates representing REIT Units, Exchangeable LP Units, ALC Class A Shares or ALC Class B Shares, if any, issued to such holder in accordance with section 5.2 of under this Plan of Arrangement. In lieu of any fractional Common Share, each registered holder of Trust Units or EELP Units otherwise entitled to a fractional interest in a Common Share, shall receive the nearest whole number of Common Shares (with fractions equal to exactly 0.5 being rounded up). 5.5 Subject 4.5 References in this Article 4 to any applicable escheat laws, any certificate formerly certificates representing Extendicare Shares that is not deposited with all other documents as required by this Plan of Arrangement on Trust Units or before the sixth anniversary of the Effective Date shall cease to represent a right or claim of any kind or nature, including the right of the holder of such Extendicare Shares to receive ALC Class A Shares and/or ALC Class B Shares contemplated by Sections 3.1(c) and (d) and to receive REIT EELP Units and/or Exchangeable LP Units together with Ancillary Rights contemplated by Sections 3.1(f) and/or (h). REIT Units, Exchangeable LP Units and Ancillary Rights issued or made pursuant to the Arrangement shall be deemed to be surrendered to the REIT (in the case include certificates representing securities of predecessor entities of the REIT Units contemplated by Section 3.1(h)) Fund and to Extendicare Holding Partnership and the REIT (in the case of the Exchangeable LP Units and Special Voting Units contemplated by Section 3.1(f))EELP, together with all distributions thereon held as applicable, which have not been exchanged for such holder. ALC Class A Shares and ALC Class B Shares not distributed shall remain the property of Extendicare Amalco. 5.6 No fractional REIT certificates representing Trust Units or Exchangeable LP Units shall be issued pursuant to the Arrangement. In the event that any exchange ratio referred to herein would in any case result in a former holder of Extendicare Shares being entitled to a fractional REIT Unit or Exchangeable LP UnitEELP Units, such REIT Units or Exchangeable LP Units shall be rounded to the nearest whole number, provided that each beneficial former holder of Extendicare Shares, shall be entitled to the benefit of only one adjustment in respect of each of such holder’s REIT Units or Exchangeable LP Unitsas applicable.

OUTSTANDING CERTIFICATES AND FRACTIONAL SECURITIES. 5.1 From and after the Effective Time, certificates formerly representing Extendicare Shares under the Arrangement Focus Units that were exchanged pursuant to Section 3.1 shall represent only the right to receive the consideration to which the holders are entitled under the Arrangement, or as to those certificates representing Focus Units held by Dissenting ShareholdersSecurityholders, other than those Dissenting Shareholders Securityholders deemed to have participated in the Arrangement pursuant to Section 4.1, to receive the fair value of the Extendicare Shares Focus Units represented by such certificates. 5.2 Extendicare Amalco Enerplus and the REIT Focus shall, as soon as practicable following the later of the Effective Date and the date of deposit by a former Shareholder holder of Focus Units of a duly executed and completed Letter of Transmittal and Election Form, and the certificates representing such Extendicare Shares and such additional documents as the Depository may reasonably requireFocus Units, either: (a) forward or cause to be forwarded by first class mail (postage prepaid) to such former Shareholder holder at the address specified in the Letter of Transmittal and Election FormTransmittal; or (b) if requested by such Shareholder holder in the Letter of Transmittal and Election FormTransmittal, make available or cause to be made available at the Depository Depositary for pickup by such Shareholder, holder; certificates representing the number of REIT Enerplus Units and/or Exchangeable LP Units, and ALC Class A Shares and ALC Class B Shares issued to be delivered to such holder or to which such holder is entitled pursuant to holders under the Arrangement. 5.3 If any certificate which immediately prior to the Effective Time represented an interest in outstanding Extendicare Shares Focus Units that were exchanged pursuant to Section 3.1 3.1, has been lost, stolen or destroyed, upon the making of an affidavit of that fact by the Person person claiming such certificate to have been lost, stolen or destroyed, the Depository will Depositary shall issue and deliver in exchange for such lost, stolen or destroyed certificate the consideration to which the Person holder is entitled pursuant to the Arrangement (and any dividends or distributions with respect thereto) as determined in accordance with the Arrangement. The Person person who is entitled to receive such consideration shall, as a condition precedent to the receipt thereof, give a bond to each of the REIT, Extendicare Holding Partnership, Extendicare Enerplus and ALC Focus and their respective transfer agents, which bond is in form and substance satisfactory to each of the REIT, Extendicare Holding Partnership, Extendicare Enerplus and ALC, Focus and their respective transfer agents, or shall otherwise indemnify the REIT, Extendicare Holding Partnership, Extendicare Enerplus and ALC Focus and their respective transfer agents against any claim that may be made against any of them with respect to the certificate alleged to have been lost, stolen or destroyed. 5.4 All distributions made with respect to any REIT Units, Exchangeable LP Units, ALC Class A Shares or ALC Class B Shares Enerplus Units allotted and issued or transferred to former holders of Focus Units pursuant to this Plan of Arrangement but for which a certificate has not been issued shall be paid or delivered to the Depository Depositary to be held by the Depository Depositary in trust for the registered holder thereof. All monies received by the Depository shall be held by it upon such terms as the Depository may reasonably deem appropriate. The Depository Depositary shall pay and deliver to any such registered holder, as soon as reasonably practicable after application therefor is made by the registered holder to the Depository Depositary in such form as the Depository Depositary may reasonably require, such distributions to which such holder is entitled, net of applicable withholding and other taxes, upon delivery of the certificates representing REIT Units, Exchangeable LP Units, ALC Class A Shares or ALC Class B Shares, if any, issued to such holder in accordance with section 5.2 of this Plan of Arrangement. 5.5 Subject to any applicable escheat laws, any Any certificate formerly representing Extendicare Shares Focus Units that is not deposited with all other documents as required by this Plan of Arrangement on or before the sixth anniversary of the Effective Date shall cease to represent a right or claim of any kind or nature, nature including the right of the holder of such Extendicare Shares Focus Units to receive ALC Class A Shares and/or ALC Class B Shares contemplated by Sections 3.1(c) and (d) and to receive REIT Enerplus Units and/or Exchangeable LP and, as applicable, cash. In such case, such Enerplus Units together with Ancillary Rights contemplated by Sections 3.1(f) and/or (h). REIT Units, Exchangeable LP Units and Ancillary Rights issued or made pursuant to the Arrangement shall be deemed returned to Enerplus for cancellation and any distributions in respect of Enerplus Units shall be surrendered returned to the REIT (in the case of the REIT Units contemplated by Section 3.1(h)) and to Extendicare Holding Partnership and the REIT (in the case of the Exchangeable LP Units and Special Voting Units contemplated by Section 3.1(f)), together with all distributions thereon held for such holder. ALC Class A Shares and ALC Class B Shares not distributed shall remain the property of Extendicare AmalcoEnerplus. 5.6 No certificates representing fractional REIT Units or Exchangeable LP Enerplus Units shall be issued pursuant to the under this Plan of Arrangement. In the event that lieu of any exchange ratio referred to herein would in any case result in a former fractional Enerplus Unit, each registered holder of Extendicare Shares being Focus Units otherwise entitled to a fractional REIT Unit or Exchangeable LP Unitinterest in Enerplus Units, such REIT Units or Exchangeable LP Units shall be rounded to receive the nearest whole numbernumber of Enerplus Units, provided that each beneficial former holder of Extendicare Shares, shall be entitled as applicable (with fractions equal to the benefit of only one adjustment in respect of each of such holder’s REIT Units or Exchangeable LP Unitsexactly 0.5 being rounded up).

OUTSTANDING CERTIFICATES AND FRACTIONAL SECURITIES. 5.1 6.1 At or before the Effective Time, Can Merger Sub will cause Parent to deposit with the Arrangement Depositary for the benefit of the Tribute Common Shareholders one or more certificates or other entitlements representing the aggregate number of Parent Shares required to be delivered by Can Merger Sub to the Tribute Common Shareholders pursuant to Sections 3.1(g) (calculated without reference to whether any Tribute Common Shareholder has exercised Dissent Rights). 6.2 From and after the Effective Time, certificates formerly representing Extendicare Shares Tribute Securities that were exchanged under the Arrangement Section 3.1 shall represent only the right to receive (a) the consideration to which the holders are entitled under the Arrangement, or (b) as to those held by Tribute Dissenting Shareholders, Shareholders (other than those Tribute Dissenting Shareholders deemed to have participated in the Arrangement pursuant to Section 4.15.1(b)), to receive the fair value of the Extendicare Tribute Common Shares represented by such certificates. 5.2 Extendicare Amalco and 6.3 Subject to the REIT provisions of the Tribute Letter of Transmittal, Parent shall, as soon as practicable following the later of the Effective Date and the date of deposit by a former Tribute Common Shareholder of a duly completed Tribute Letter of Transmittal and Election Form, and the certificates representing such Extendicare Shares and such additional documents as the Depository may reasonably requireTribute Common Shares, either: (a) forward or cause to be forwarded by first class mail (postage prepaid) to such former Shareholder holder at the address specified in the Tribute Letter of Transmittal and Election FormTransmittal; or (b) if requested by such Shareholder holder in the Tribute Letter of Transmittal and Election FormTransmittal, make available or cause to be made available at the Depository Arrangement Depositary for pickup by such Shareholderholder, certificates representing the number of REIT Units and/or Exchangeable LP Units, and ALC Class A Shares and ALC Class B Parent Shares issued to such holder or to which such holder is entitled pursuant under the Arrangement, but only to the Arrangementextent that Parent issues Parent Shares in certificated form or as otherwise determined by the Memorandum and Articles of Association of Parent. 5.3 6.4 If any certificate which immediately prior to the Effective Time represented an interest in outstanding Extendicare Tribute Common Shares that were exchanged pursuant to Section 3.1 has been lost, stolen or destroyed, upon the making of an affidavit of that fact by the Person claiming such certificate to have been lost, stolen or destroyed, the Depository Arrangement Depositary will issue and deliver in exchange for such lost, lost stolen or destroyed certificate the consideration to which the Person holder is entitled pursuant to the Arrangement (and any dividends or distributions with respect thereto) as determined in accordance with the Arrangement. The Person who is entitled to receive such consideration shall, as a condition precedent to the receipt thereof, give a bond to each of the REIT, Extendicare Holding Partnership, Extendicare Tribute and ALC Parent and their respective transfer agents, which bond is in form and substance satisfactory to each of the REIT, Extendicare Holding Partnership, Extendicare Tribute and ALC, Parent and their respective transfer agents, or shall shall, to the extent agreed by Tribute and Parent, otherwise indemnify the REIT, Extendicare Holding Partnership, Extendicare Tribute and ALC Parent and their respective transfer agents against any claim that may be made against any of them with respect to the certificate alleged to have been lost, stolen or destroyed. 5.4 6.5 All distributions dividends or other distributions, if any, made with respect to any REIT Units, Exchangeable LP Units, ALC Class A Shares or ALC Class B Tribute Common Shares allotted and issued or transferred pursuant to this the Arrangement but for which a certificate has not been issued shall be paid or delivered to the Depository Arrangement Depositary to be held by the Depository Arrangement Depositary, in trust, for the registered holder thereof. All monies received by Subject to Section 6.3, the Depository shall be held by it upon such terms as the Depository may reasonably deem appropriate. The Depository Arrangement Depositary shall pay and deliver to any such registered holder, as soon as reasonably practicable after application therefor is made by the registered holder to the Depository Arrangement Depositary in such form as the Depository Arrangement Depositary may reasonably require, such dividends and distributions to which such holder is entitled, net of applicable withholding and other taxes, upon delivery of the certificates representing REIT Units, Exchangeable LP Units, ALC Class A Shares or ALC Class B Shares, if any, issued to such holder in accordance with section 5.2 of this Plan of Arrangement. 5.5 Subject to any applicable escheat laws, any 6.6 Any certificate formerly representing Extendicare Tribute Common Shares that is not deposited with all other documents as required by this Plan of Arrangement on or before the sixth anniversary of the Effective Date shall cease to represent a right or claim of any kind or nature, nature including the right of the holder of such Extendicare Shares shares to receive ALC Class A Parent Shares and/or ALC Class B Shares contemplated by Sections 3.1(c) (and (d) any dividend and to receive REIT Units and/or Exchangeable LP Units together with Ancillary Rights contemplated by Sections 3.1(f) and/or (hdistributions thereon). REIT UnitsIn such case, Exchangeable LP Units and Ancillary Rights issued or made pursuant to the Arrangement shall be deemed to be surrendered to the REIT such Parent Shares (in the case of the REIT Units contemplated by Section 3.1(h)) and to Extendicare Holding Partnership and the REIT (in the case of the Exchangeable LP Units and Special Voting Units contemplated by Section 3.1(f)), together with all dividends and distributions thereon held thereon) shall be returned to Parent and such Parent Shares shall be sold by Parent for such holder. ALC Class A Shares the account of Parent in accordance with the relevant provisions of Parent's Memorandum and ALC Class B Shares not distributed shall remain the property Articles of Extendicare AmalcoAssociation. 5.6 6.7 No certificates representing fractional REIT Units Parent Shares or Exchangeable LP Units Tribute Common Shares shall be issued pursuant to the under this Arrangement. In the event that lieu of any exchange ratio referred to herein would in any case result in a former fractional shares: (a) each registered holder of Extendicare Tribute Common Shares being otherwise entitled to a fractional REIT Unit or Exchangeable LP Unit, such REIT Units or Exchangeable LP Units shall be rounded to interest in a Parent Share will receive the nearest whole number, provided that number of Parent Shares (with fractions equal to exactly 0.5 being rounded up); and (b) each beneficial former registered holder of Extendicare Shares, shall be Tribute Options otherwise entitled to a fractional interest in a Tribute Common Share will receive the benefit nearest whole number of only one adjustment in respect of each of such holder’s REIT Units or Exchangeable LP UnitsTribute Common Shares (with fractions equal to exactly 0.5 being rounded up).

OUTSTANDING CERTIFICATES AND FRACTIONAL SECURITIES. 5.1 From and after the Effective Time, certificates formerly representing Extendicare Shares TargetCo Securities that were exchanged under the Arrangement Section 3.1 shall represent only the right to receive the consideration to which the holders TargetCo Securityholders are entitled under the this Arrangement, or as to those held by Dissenting ShareholdersSecurityholders, other than those Dissenting Shareholders Securityholders deemed to have participated in the this Arrangement pursuant to Section 4.1, to receive the fair value of the Extendicare TargetCo Shares represented by such certificates. 5.2 Extendicare Amalco and Subject to the REIT provisions of the Letter of Transmittal, AcquireCo shall, as soon as practicable following the later of the Effective Date and the date of deposit by a former TargetCo Shareholder of a duly completed Letter of Transmittal and Election Form, and the certificates representing such Extendicare Shares and such additional documents as the Depository may reasonably requireTargetCo Shares, either: (a) forward or cause to be forwarded by first class mail (postage prepaid) to such former Shareholder holder at the address specified in the Letter of Transmittal and Election FormTransmittal; or (b) if requested by such Shareholder holder in the Letter of Transmittal and Election FormTransmittal, make available or cause to be made available at the Depository Depositary for pickup by such Shareholderholder, certificates representing the number of REIT Units and/or Exchangeable LP Units, and ALC Class A Shares and ALC Class B AcquireCo Shares issued to such holder or to which such holder is entitled pursuant to the under this Arrangement. 5.3 Subject to the provisions of the Letter of Transmittal, AcquireCo shall, as soon as practicable following the later of the Effective Date and the date of deposit by a former TargetCo Warrantholder of a duly completed Letter of Transmittal and the certificates representing such TargetCo Warrants, either: (a) forward or cause to be forwarded by first class mail (postage prepaid) to such former holder at the address specified in the Letter of Transmittal; or (b) if requested by such holder in the Letter of Transmittal, make available or cause to be made available at the Depositary for pickup by such holder, certificates representing the number of AcquireCo Replacement Warrants issued to such holder under this Arrangement. 5.4 If any certificate which immediately prior to the Effective Time represented an interest in outstanding Extendicare TargetCo Shares or TargetCo Warrants that were exchanged pursuant to Section 3.1 has been lost, stolen or destroyed, upon the making of an affidavit of that fact by the Person claiming such certificate to have been lost, stolen or destroyed, the Depository Depositary will issue and deliver in exchange for such lost, lost stolen or destroyed certificate the consideration to which the Person holder is entitled pursuant to the this Arrangement (and any dividends or distributions with respect thereto) as determined in accordance with the this Arrangement. The Person who is entitled to receive such consideration shall, as a condition precedent to the receipt thereof, give a bond to each of the REIT, Extendicare Holding Partnership, Extendicare TargetCo and ALC AcquireCo and their respective transfer agents, which bond is in form and substance satisfactory to each of the REIT, Extendicare Holding Partnership, Extendicare TargetCo and ALC, AcquireCo and their respective transfer agents, or shall shall, to the extent agreed by AcquireCo and TargetCo, otherwise indemnify the REIT, Extendicare Holding Partnership, Extendicare TargetCo and ALC AcquireCo and their respective transfer agents against any claim that may be made against any of them with respect to the certificate alleged to have been lost, stolen or destroyed. 5.4 5.5 All distributions dividends or other distributions, if any, made with respect to any REIT Units, Exchangeable LP Units, ALC Class A Shares or ALC Class B AcquireCo Shares allotted and issued or transferred pursuant to this Arrangement but for which a certificate has not been issued shall be paid or delivered to the Depository Depositary to be held by the Depository Depositary, in trust, for the registered holder thereof. All monies received by Subject to Section 5.6, the Depository shall be held by it upon such terms as the Depository may reasonably deem appropriate. The Depository Depositary shall pay and deliver to any such registered holder, as soon as reasonably practicable after application therefor is made by the registered holder to the Depository Depositary in such form as the Depository Depositary may reasonably require, such dividends and distributions to which such holder is entitled, net of applicable withholding and other taxes, upon delivery of the certificates representing REIT Units, Exchangeable LP Units, ALC Class A Shares or ALC Class B Shares, if any, issued to such holder in accordance with section 5.2 of this Plan of Arrangement. 5.5 Subject to any applicable escheat laws, any 5.6 Any certificate formerly representing Extendicare TargetCo Shares or TargetCo Warrants that is not deposited with all other documents as required by this Plan of Arrangement on or before before, in the case of the TargetCo Shares, the sixth anniversary of the Effective Date and, in the case of the TargetCo Warrants, the expiry date of such TargetCo Warrants, shall cease to represent a right or claim of any kind or nature, nature including the right of the holder of such Extendicare Shares TargetCo Securities to receive ALC Class A AcquireCo Shares and/or ALC Class B Shares contemplated by Sections 3.1(c(and any dividend and distributions thereon) and (d) AcquireCo Replacement Warrants, as applicable. In such case, any dividend and distributions on the AcquireCo Shares will be delivered to receive REIT Units and/or Exchangeable LP Units together with Ancillary Rights contemplated by Sections 3.1(f) and/or (h). REIT Units, Exchangeable LP Units AcquireCo and Ancillary Rights issued or made pursuant to the Arrangement such AcquireCo Shares and AcquireCo Replacement Warrants shall be deemed to be surrendered to the REIT (in the case of the REIT Units contemplated by Section 3.1(h)) and to Extendicare Holding Partnership and the REIT (in the case of the Exchangeable LP Units and Special Voting Units contemplated by Section 3.1(f)), together with all distributions thereon held for such holder. ALC Class A Shares and ALC Class B Shares not distributed shall remain the property of Extendicare Amalcocancelled. 5.6 5.7 No certificates representing fractional REIT Units AcquireCo Shares or Exchangeable LP Units AcquireCo Replacement Warrants shall be issued pursuant to the under this Arrangement. In the event that lieu of any exchange ratio referred fractional shares or warrants (after aggregating all fractions of AcquireCo Shares and AcquireCo Replacement Warrants issuable to herein would in any case result in a former such TargetCo Shareholder or TargetCo Warrantholder, as applicable): (a) each registered holder of Extendicare TargetCo Shares being otherwise entitled to a fractional REIT Unit or Exchangeable LP Unit, such REIT Units or Exchangeable LP Units shall be rounded to interest in an AcquireCo Share will receive the nearest whole numbernumber of AcquireCo Shares, provided that respectively (with fractions equal to or greater than 0.5 being rounded up); and (b) each beneficial former registered holder of Extendicare Shares, shall be TargetCo Warrants otherwise entitled to a fractional interest in an AcquireCo Replacement Warrant will receive the benefit nearest whole number of only one adjustment in respect of each of such holder’s REIT Units AcquireCo Replacement Warrants (with fractions equal to or Exchangeable LP Unitsgreater than 0.5 being rounded up).

OUTSTANDING CERTIFICATES AND FRACTIONAL SECURITIES. 5.1 From and after the Effective Time, certificates formerly representing Extendicare Harvest Exchangeable Shares under the Arrangement and Viking Units that were exchanged pursuant to Section 3.1 shall represent only the right to receive the consideration to which the holders are entitled under the Arrangement, or as to those held by Dissenting ShareholdersSecurityholders, other than those Dissenting Shareholders Securityholders deemed to have participated in the Arrangement pursuant to Section 4.1, to receive the fair value of the Extendicare Shares Harvest Securities and Viking Units represented by such certificates. 5.2 Extendicare Amalco Harvest and the REIT Viking shall, as soon as practicable following the later of the Effective Date and the date of deposit by a former Shareholder holder of Harvest Exchangeable Shares and Viking Units of a duly completed Letter of Transmittal and Election Form, and the certificates representing such Extendicare Harvest Exchangeable Shares and such additional documents as the Depository may reasonably requireViking Units, either: (a) forward or cause to be forwarded by first class mail (postage prepaid) to such former Shareholder holder at the address specified in the Letter of Transmittal and Election FormTransmittal; or (b) if requested by such Shareholder holder in the Letter of Transmittal and Election FormTransmittal, make available or cause to be made available at the Depository Depositary for pickup by such Shareholderholder, certificates representing the number of REIT Harvest Units and/or Exchangeable LP Units, and ALC Class A Shares and ALC Class B Shares issued to be delivered to such holder or to which such holder is entitled pursuant to under the Arrangement. 5.3 If any certificate which immediately prior to the Effective Time represented an interest in outstanding Extendicare Harvest Exchangeable Shares or Viking Units that were exchanged pursuant to Section 3.1 has been lost, stolen or destroyed, upon the making of an affidavit of that fact by the Person person claiming such certificate to have been lost, stolen or destroyed, the Depository will Depositary shall issue and deliver in exchange for such lost, lost stolen or destroyed certificate the consideration to which the Person holder is entitled pursuant to the Arrangement (and any dividends or distributions with respect thereto) as determined in accordance with the Arrangement. The Person person who is entitled to receive such consideration shall, as a condition precedent to the receipt thereof, give a bond to each of the REIT, Extendicare Holding Partnership, Extendicare Harvest and ALC Viking and their respective transfer agents, which bond is in form and substance satisfactory to each of the REIT, Extendicare Holding Partnership, Extendicare Harvest and ALC, Viking and their respective transfer agents, or shall otherwise indemnify the REIT, Extendicare Holding Partnership, Extendicare Harvest and ALC Viking and their respective transfer agents against any claim that may be made against any of them with respect to the certificate alleged to have been lost, stolen or destroyed. 5.4 All distributions made with respect to any REIT Units, Exchangeable LP Units, ALC Class A Shares or ALC Class B Shares Harvest Units allotted and issued or transferred to former holders of Harvest Exchangeable Shares and Viking Units pursuant to this Arrangement but for which a certificate has not been issued shall be paid or delivered to the Depository Depositary to be held by the Depository Depositary in trust for the registered holder thereof. All monies received by the Depository shall be held by it upon such terms as the Depository may reasonably deem appropriate. The Depository Depositary shall pay and deliver to any such registered holder, as soon as reasonably practicable after application therefor is made by the registered holder to the Depository Depositary in such form as the Depository Depositary may reasonably require, such distributions to which such holder holder, is entitled, net of applicable withholding and other taxes, upon delivery of the certificates representing REIT Units, Exchangeable LP Units, ALC Class A Shares or ALC Class B Shares, if any, issued to such holder in accordance with section 5.2 of this Plan of Arrangement. 5.5 Subject to any applicable escheat laws, any Any certificate formerly representing Extendicare Harvest Exchangeable Shares or Viking Units that is not deposited with all other documents as required by this Plan of Arrangement on or before the sixth anniversary of the Effective Date shall cease to represent a right or claim of any kind or nature, nature including the right of the holder of such Extendicare Shares shares to receive ALC Class A Shares and/or ALC Class B Shares contemplated by Sections 3.1(c) and (d) and to receive REIT Harvest Units. In such case, such Harvest Units and/or Exchangeable LP Units together with Ancillary Rights contemplated by Sections 3.1(f) and/or (h). REIT Units, Exchangeable LP Units and Ancillary Rights issued or made pursuant to the Arrangement shall be deemed returned to Harvest thereof for cancellation and any distributions in respect of Harvest Units shall be surrendered returned to the REIT (in the case of the REIT Units contemplated by Section 3.1(h)) and to Extendicare Holding Partnership and the REIT (in the case of the Exchangeable LP Units and Special Voting Units contemplated by Section 3.1(f)), together with all distributions thereon held for such holder. ALC Class A Shares and ALC Class B Shares not distributed shall remain the property of Extendicare AmalcoHarvest. 5.6 No certificates representing fractional REIT Units or Exchangeable LP Harvest Units shall be issued pursuant to under the Arrangement. In the event that lieu of any exchange ratio referred to herein would in any case result in a former fractional trust unit or share, each registered holder of Extendicare Harvest Exchangeable Shares being and Viking Units otherwise entitled to a fractional REIT Unit or Exchangeable LP interest in a Harvest Unit, such REIT Units or Exchangeable LP Units shall be rounded to receive the nearest whole number, provided that each beneficial former holder number of Extendicare Shares, shall be entitled Harvest Units (with fractions equal to the benefit of only one adjustment in respect of each of such holder’s REIT Units or Exchangeable LP Unitsexactly 0.5 being rounded up).

OUTSTANDING CERTIFICATES AND FRACTIONAL SECURITIES. 5.1 From and after the Effective Time, certificates formerly representing Extendicare Shellbridge Shares under the Arrangement shall represent only the right to receive the consideration to which the holders are entitled under the Arrangement, or as to those held by Dissenting Shareholders, other than those Dissenting Shareholders deemed to have participated in the Arrangement pursuant to Section 4.13.1, to receive the fair value of the Extendicare Shellbridge Shares represented by such certificates. 5.2 Extendicare True Amalco and the REIT shall, as soon as practicable following the later of the Effective Date and the date of deposit by a former Shareholder holder of Shellbridge Shares of a duly completed Letter of Transmittal and Election Form, and the certificates representing such Extendicare Shares and such additional documents as the Depository may reasonably requireShellbridge Shares, either: (a) forward or cause to be forwarded by first class mail (postage prepaid) to such former Shareholder holder at the address specified in the Letter of Transmittal and Election FormTransmittal; or (b) if requested by such Shareholder holder in the Letter of Transmittal and Election FormTransmittal, make available or cause to be made available at the Depository Depositary for pickup by such Shareholderholder, certificates representing the number of REIT Units and/or Exchangeable LP Trust Units, and ALC Class A Shares and ALC Class B Shares issued to such holder or to which such holder is entitled pursuant to under the Arrangement. 5.3 If any certificate which immediately prior to the Effective Time represented an interest in outstanding Extendicare Shellbridge Shares that were exchanged pursuant to Section 3.1 has been lost, stolen or destroyed, upon the making of an affidavit of that fact by the Person person claiming such certificate to have been lost, stolen or destroyed, the Depository Depositary will issue and deliver in exchange for such lost, lost stolen or destroyed certificate the consideration to which the Person holder is entitled pursuant to the Arrangement (and any dividends or distributions with respect thereto) as determined in accordance with the Arrangement. The Person person who is entitled to receive such consideration shall, as a condition precedent to the receipt thereof, give a bond to each of the REIT, Extendicare Holding Partnership, Extendicare True and ALC Shellbridge and their respective transfer agents, which bond is in form and substance satisfactory to each of the REIT, Extendicare Holding Partnership, Extendicare True and ALC, Shellbridge and their respective transfer agents, or shall otherwise indemnify the REIT, Extendicare Holding Partnership, Extendicare True and ALC Shellbridge and their respective transfer agents against any claim that may be made against any of them with respect to the certificate alleged to have been lost, stolen or destroyed. 5.4 All distributions made with respect to any REIT Units, Exchangeable LP Units, ALC Class A Shares or ALC Class B Shares Trust Units allotted and issued or transferred pursuant to this Arrangement but for which a certificate has not been issued shall be paid or delivered to the Depository Depositary to be held by the Depository Depositary in trust for the registered holder thereof. All monies received by Subject to Section 5.5, the Depository shall be held by it upon such terms as the Depository may reasonably deem appropriate. The Depository Depositary shall pay and deliver to any such registered holder, as soon as reasonably practicable after application therefor is made by the registered holder to the Depository Depositary in such form as the Depository Depositary may reasonably require, such distributions to which such holder holder, is entitled, net of applicable withholding and other taxes, upon delivery of the certificates representing REIT Units, Exchangeable LP Units, ALC Class A Shares or ALC Class B Shares, if any, issued to such holder in accordance with section 5.2 of this Plan of Arrangement. 5.5 Subject to any applicable escheat laws, any Any certificate formerly representing Extendicare Shellbridge Shares that is not deposited with all other documents as required by this Plan of Arrangement on or before the sixth anniversary of the Effective Date shall cease to represent a right or claim of any kind or nature, nature including the right of the holder of such Extendicare Shares shares to receive ALC Class A Shares and/or ALC Class B Shares contemplated by Sections 3.1(c) Trust Units (and (d) and to receive REIT Units and/or Exchangeable LP Units together with Ancillary Rights contemplated by Sections 3.1(f) and/or (hany distributions thereon). REIT UnitsIn such case, Exchangeable LP such Trust Units shall be returned to True Amalco and Ancillary Rights issued or made pursuant any distributions in respect of Trust Units shall be returned to the Arrangement shall be deemed to be surrendered to the REIT (in the case of the REIT Units contemplated by Section 3.1(h)) and to Extendicare Holding Partnership and the REIT (in the case of the Exchangeable LP Units and Special Voting Units contemplated by Section 3.1(f)), together with all distributions thereon held for such holder. ALC Class A Shares and ALC Class B Shares not distributed shall remain the property of Extendicare AmalcoTrust. 5.6 No certificates representing fractional REIT Units or Exchangeable LP Trust Units shall be issued pursuant to the under this Arrangement. In the event that lieu of any exchange ratio referred to herein would in any case result in a former holder of Extendicare Shares being fractional Trust Unit, each registered Shellbridge Shareholder otherwise entitled to a fractional REIT interest in a Trust Unit or Exchangeable LP Unit, such REIT Units or Exchangeable LP Units shall be rounded to will receive the nearest whole number, provided that each beneficial former holder number of Extendicare Shares, shall be entitled Trust Units (with fractions equal to the benefit of only one adjustment in respect of each of such holder’s REIT Units or Exchangeable LP Unitsexactly 0.5 being rounded up).

OUTSTANDING CERTIFICATES AND FRACTIONAL SECURITIES. 5.1 At or before the Effective Time, the Purchaser will deposit or cause to be deposited with the Depositary for the benefit of the Former Patch Shareholders the Aggregate Purchaser Share Consideration and the Aggregate Additional Consideration. 5.2 From and after the Effective Time, : (a) certificates formerly representing Extendicare Patch Shares under the Arrangement held by Former Patch Shareholders shall represent only the right to receive the consideration to which the holders Former Patch Shareholders are entitled under the Arrangement, or as to those held by Dissenting Shareholders, other than those Dissenting Shareholders deemed to have participated in the this Plan of Arrangement pursuant to Section 4.13.1(b), and any dividends or distributions thereon pursuant to Section 5.5; and (b) the certificates formerly representing Patch Shares held by Dissenting Shareholders shall represent only the right to receive the fair value of the Extendicare Patch Shares represented by such certificates; in each case subject to compliance with the requirements set forth in this ARTICLE 5. 5.2 Extendicare Amalco and the REIT 5.3 The Purchaser shall, as soon as practicable following the later of the Effective Date and the date of deposit by a former Former Patch Shareholder of a duly completed Letter of Transmittal and Election Form, and the certificates representing such Extendicare Shares applicable Patch Shares, and such additional documents and instruments as the Depository Depositary may reasonably require, either: (a) forward or cause to be forwarded by first class mail (postage prepaid) to such former Former Patch Shareholder at the address specified in the Letter of Transmittal and Election FormTransmittal; or (b) if requested by such Former Patch Shareholder in the Letter of Transmittal and Election FormTransmittal, make available or cause to be made available at the Depository offices of the Depositary for pickup by such Former Patch Shareholder, certificates representing the number of REIT Units and/or Exchangeable LP Units, and ALC Class A Shares and ALC Class B Purchaser Shares issued to such holder Former Patch Shareholder under the Arrangement (together with any dividends or to which such holder is entitled distributions thereon pursuant to Section 5.5), and if applicable, certificates representing the number of shares or other securities forming part of the Additional Consideration issued to such Former Patch Shareholder under the Arrangement and certificates representing the number of CVRs issued to such Former Patch Shareholder under the Arrangement. 5.3 5.4 If any certificate which immediately prior to the Effective Time represented an interest in outstanding Extendicare Patch Shares that were exchanged pursuant to Section 3.1 3.1(b) has been lost, stolen or destroyed, upon the making of an affidavit of that fact by the Person person claiming such certificate to have been lost, stolen or destroyed, the Depository Depositary will issue and deliver in exchange for such lost, stolen or destroyed certificate the consideration to which the Person Former Patch Shareholder is entitled pursuant to the this Plan of Arrangement (and any dividends or distributions with respect thereto) as determined in accordance with the Arrangementthereon). The Person person who is entitled to receive such consideration shall, as a condition precedent to the receipt thereof, give a bond to each of the REIT, Extendicare Holding Partnership, Extendicare Purchaser and ALC Patch and their respective transfer agents, which bond is shall be in form and substance satisfactory to each of the REIT, Extendicare Holding Partnership, Extendicare Purchaser and ALC, Patch and their respective transfer agents, or shall otherwise indemnify the REIT, Extendicare Holding Partnership, Extendicare Purchaser and ALC Patch and their respective transfer agents against any claim that may be made against any of them with respect to the certificate alleged to have been lost, stolen or destroyed. 5.4 5.5 All dividends or other distributions made with respect to any REIT Units, Exchangeable LP Units, ALC Class A Shares or ALC Class B Purchaser Shares allotted and issued or transferred pursuant to this Section 3.1(b) of the Arrangement but for which a certificate has not been issued shall be paid or delivered to the Depository Depositary to be held by the Depository Depositary in trust for the registered holder thereof. All monies received by Subject to Section 5.6, the Depository shall be held by it upon such terms as the Depository may reasonably deem appropriate. The Depository Depositary shall pay and deliver to any such registered holder, as soon as reasonably practicable after the applicable Former Patch Shareholder has complied with the requirements in Section 5.3 and become a registered holder (as applicable) and application therefor is made by the registered holder to the Depository Depositary in such form as the Depository Depositary may reasonably require, such dividends and distributions to which such holder is entitledentitled (without interest), net of applicable withholding and other taxes, upon delivery of the certificates representing REIT Units, Exchangeable LP Units, ALC Class A Shares or ALC Class B Shares, if any, issued to such holder in accordance with section 5.2 of this Plan of Arrangement. 5.5 Subject to any applicable escheat laws, any 5.6 Any certificate formerly representing Extendicare Patch Shares that is not deposited with all other documents as required by this Plan of Arrangement on or before the sixth last Business Day prior to the fifth anniversary of the Effective Date Date, or such shorter or longer period required under any applicable law, shall cease to represent a right or claim of any kind or nature, nature including the right of the holder of such Extendicare Shares Former Patch Shareholder to receive ALC Class A Purchaser Shares and/or ALC Class B Shares contemplated by Sections 3.1(c(and any dividends and other distributions thereon) or cash and (d) and the right of the Former Patch Shareholder to receive REIT Units and/or Exchangeable LP Units together with Ancillary Rights contemplated by Sections 3.1(f) and/or (h). REIT Units, Exchangeable LP Units and Ancillary Rights issued Purchaser Shares or made pursuant to the Arrangement cash shall be deemed to be have been surrendered to the REIT Purchaser. In such case, such Purchaser Shares (in the case of the REIT Units contemplated by Section 3.1(h)) and to Extendicare Holding Partnership and the REIT (in the case of the Exchangeable LP Units and Special Voting Units contemplated by Section 3.1(f)), together with all dividends and other distributions thereon held thereon) or cash shall be returned to the Purchaser for such holder. ALC Class A cancellation and any dividends or other distributions in respect of Purchaser Shares and ALC Class B Shares not distributed shall remain be returned to the property of Extendicare AmalcoPurchaser. 5.6 5.7 No certificates representing fractional REIT Units or Exchangeable LP Units Purchaser Shares shall be issued pursuant to the under this Plan of Arrangement. In the event that lieu of any exchange ratio referred to herein would in any case result in a former holder of Extendicare Shares being fractional Purchaser Share, each Former Patch Shareholder otherwise entitled to a fractional REIT Unit or Exchangeable LP Unit, such REIT Units or Exchangeable LP Units shall be rounded to interest in a Purchaser Share will receive the nearest whole number, provided that each beneficial former holder number of Extendicare Shares, shall be entitled Purchaser Shares (with fractions equal to the benefit of only one adjustment in respect of each of such holder’s REIT Units or Exchangeable LP Unitsgreater than 0.5 being rounded up).