completion <strong>of</strong> the data conversion, could not be tested because they were not fully operational at the time<strong>of</strong> testing.Based on the ongoing evaluations performed, the CEO and CFO have concluded that the design andoperation <strong>of</strong> the Trust’s disclosure controls and procedures were effective as at March 31, 2007 to ensurethat information required to be disclosed by the Trust in reports filed under Canadian securities laws isgathered, recorded, processed, summarized and reported within the time periods specified underCanadian securities laws and is accumulated and communicated to management, including the CEO andCFO, to allow timely decisions regarding required disclosure as required under Canadian securities laws.Further, based on the Trust’s mitigating procedures, the CEO and the CFO have satisfied themselves thatpotential weaknesses in controls as described in the 2006 year end management discussion andanalysis, have not resulted in material errors in the financial statements <strong>of</strong> the current quarter.Management and the Board <strong>of</strong> Directors are committed to transparency and completeness <strong>of</strong> financialreporting and disclosure. The existence <strong>of</strong> the identified control weaknesses need not necessarily beinterpreted as evidence <strong>of</strong> a lack <strong>of</strong> integrity, <strong>of</strong> unsound business practices or <strong>of</strong> unacceptable risks to itsshareholders and other related parties.It should be noted that while Petrowest’s principal executive <strong>of</strong>ficer and principal financial <strong>of</strong>ficer believethat Petrowest’s disclosure controls and procedures provide a reasonable level <strong>of</strong> assurance that they areeffective, they do not expect that Petrowest’s disclosure controls and procedures or internal control overfinancial reporting will prevent all errors and fraud. A control system, no matter how well conceived oroperated, can provide only reasonable, not absolute, assurance that the objectives <strong>of</strong> the control systemare met.Internal control systems, no matter how well designed, have inherent limitations. Therefore, even thosesystems determined to be effective can provide only reasonable assurance with respect to financialstatement preparation and presentation. Also, projections <strong>of</strong> any evaluation <strong>of</strong> effectiveness to futureperiods are subject to the risk that controls may become inadequate because <strong>of</strong> changes in conditions, orthat the degree <strong>of</strong> compliance with the policies or procedures may deteriorateOUTLOOKPetrowest believes it will exit the year on an upward trend and with a strong balance sheet. The projected2007 exit Debt to EBITDA ratio target is 1.37 times or less and the projected annual average distributionto EBITDA ratio is 85% or less.The Petrowest 2007 projections are based on the following facts and assumptions:• The projected accretiveness <strong>of</strong> the pending acquisitions.• Larger regional footprint in northern Alberta and British Columbia.• The current positive working capital balance <strong>of</strong> $25.0 <strong>million</strong>.• Current long term debt <strong>of</strong> $25.8 mm versus line <strong>of</strong> credit <strong>of</strong> $60 <strong>million</strong>.• Minimal growth capital required to the end <strong>of</strong> 2007.• Improving natural gas prices and continued strong oil price.• Clients expressing confidence in a more active second half based on expanded budgets.• Implementation <strong>of</strong> a DRIP program.• A participation rate (averaging 75 % take up) by the active founding vendors in the new DRIPprogram.- 20 -
Management and the Board <strong>of</strong> Directors <strong>of</strong> Petrowest recognize that the exit numbers at the end <strong>of</strong> 2007are sustainable only in the short term. Long term distribution payout ratios at or less than 75% and debtto EBITDA ratios <strong>of</strong> less than 1:1 are still the primary objectives for sustainable operations and long termstable growth <strong>of</strong> the Trust.Based on the above facts and assumptions, and recognizing the long term primary objectives <strong>of</strong> theTrust, Management and the Board <strong>of</strong> Directors have elected to maintain distributions at the current level.However, changes to circumstances, indications <strong>of</strong> a prolonged downturn in <strong>energy</strong> activity, or currentunforeseen circumstances including the failure <strong>of</strong> the base business operations or the new acquisitions toperform as expected could result in the necessity for future distribution cuts to ensure satisfactory yearend exit numbers and that the Trust will exit the year end on an upward trend.ADDITIONAL CORPORATE INFORMATIONAdditional information relating to the Trust including the Trust’s AnnualInformation Form, can be found on SEDAR at www.sedar.com and on the Trust’swebsite at www.petro-west.comFORWARD LOOKING STATEMENTSCertain information and statements contained in this MD&A constitute forward-looking information,including the anticipated costs associated with the purchase <strong>of</strong> capital equipment, expectationsconcerning the nature and timing <strong>of</strong> growth within the various business units operated through affiliates <strong>of</strong>the Trust, expectations respecting the competitive position <strong>of</strong> such business units, expectationsconcerning the financing <strong>of</strong> future business activities, statements as to future economic and operatingconditions, oil sands production and investment, oil sands reserves and revenues from oil and gas andnon-oil and gas activities. Readers should review the cautionary statement respecting forwardlookinginformation that appears below. Any forward statements are made as <strong>of</strong> the date here<strong>of</strong>and the Trust does not undertake to publicly update and review such statements to reflect newevents, subsequent events or otherwise.The information and statements contained in this MD&A that are not historical facts are forward-lookingstatements. Forward-looking statements (<strong>of</strong>ten, but not always, identified by the use <strong>of</strong> words such as"seek", "plan", "continue", "estimate", "project", "predict", "potential", "targeting", "intend", "could", "might","should", "believe", "expect", "may", "anticipate" or "will" and similar expressions) may include plans,expectations, opinions, or guidance that are not statements <strong>of</strong> fact. Forward-looking statements arebased upon the opinions, expectations and estimates <strong>of</strong> management as at the date the statements aremade and are subject to a variety <strong>of</strong> risks and uncertainties and other factors that could cause actualevents or outcomes to differ materially from those anticipated or implied by such forward-lookingstatements. These factors include, but are not limited to, such things as changes in industry conditions(including the levels <strong>of</strong> capital expenditures made by oil and gas producers and explorers), the credit riskto which the Trust is exposed in the conduct <strong>of</strong> its business, fluctuations in prevailing commodity prices orcurrency and interest rates, the competitive environment to which the various business units are, or maybe, exposed in all aspects <strong>of</strong> their business, the ability <strong>of</strong> the Trust's various business units to accessequipment (including parts) and new technologies and to maintain relationships with key suppliers, theability <strong>of</strong> the Trust's various business units to attract and maintain key personnel and other qualifiedemployees, various environmental risks to which the Trust's business units are exposed in the conduct <strong>of</strong>their operations, inherent risks associated with the conduct <strong>of</strong> the businesses in which the Trust’sbusiness units operate, timing and costs associated with the acquisition <strong>of</strong> capital equipment, the impact<strong>of</strong> weather and other seasonal factors that affect business operations, availability <strong>of</strong> financial resources orthird-party financing and the impact <strong>of</strong> new laws or changes in administrative practices on the part <strong>of</strong>regulatory authorities. Forward-looking information respecting the anticipated costs associated with thepurchase <strong>of</strong> capital equipment are based upon historical prices for various classes <strong>of</strong> equipment,expectations relating to the impact <strong>of</strong> inflation on the future cost <strong>of</strong> such equipment and management'sviews concerning the negotiating leverage <strong>of</strong> the Trust and its affiliates. Forward-looking informationconcerning the nature and timing <strong>of</strong> growth within the various business units is based on the currentbudget <strong>of</strong> the Trust (which is subject to change), factors that affected the historical growth <strong>of</strong> such- 21 -