CALGARY, Aug. 13 /CNW/ - Paramount Energy Trust ("PET" or the "Trust")
(PMT.UN) and Profound Energy Inc. ("Profound") (PFX) are pleased to announce
that, at a special meeting of Profound shareholders held today, the
shareholders of Profound approved the amalgamation of Profound and PET's
indirect wholly-owned subsidiary, 1463072 Alberta Ltd. ("1463072") and that
the amalgamation has now been completed. The amalgamation constitutes the
second stage transaction to the offer dated April 24, 2009 of 1463072, for all
of the issued and outstanding common shares of Profound.
The amalgamation results in the company resulting from the amalgamation,
which will also be called Profound Energy Inc. ("Amalco"), becoming an
indirect wholly-owned subsidiary of PET. As a result of the amalgamation, and
in accordance with the amalgamation agreement dated July 15, 2009 between
Profound and 1463072, each of the common shares of Profound previously held by
Profound shareholders (other than dissenting shareholders, PET or 1463072)
were converted into one Amalco redeemable preferred share.
Each Amalco redeemable preferred share held by former Profound
shareholders who elected to receive cash consideration will be redeemed in
exchange for $1.34. As a result of the pro rationing set forth in the terms of
the Amalco redeemable preferred shares, each Amalco redeemable preferred share
held by former Profound shareholders who elected, or were deemed to have
elected, to receive unit consideration will be redeemed in exchange for
$0.3951 in cash and 0.2778 of a trust unit of PET.
Full particulars of the amalgamation were described in the information
circular mailed to shareholders of Profound dated July 15, 2009. In addition,
the meeting materials are available on the SEDAR website at www.sedar.com and
contain instructions for such shareholders to receive the Consideration
payable to them in connection with the amalgamation and redemption.
The common shares of Profound are expected to be delisted from and no
longer traded on the Toronto Stock Exchange as soon as possible following the
date of the amalgamation, in accordance with the respective rules and policies
of the Toronto Stock Exchange.
Profound will also make application to cease to be a reporting issuer
under Canadian securities laws subject to the satisfaction of applicable
regulatory requirements.
PET is a natural gas-focused Canadian energy trust. PET's Trust Units and
convertible debentures are listed on the Toronto Stock Exchange under the
symbol "PMT.UN" and "PMT.DB", "PMT.DB.A", "PMT.DB.B" and "PMT.DB.C",
respectively. Further information with respect to PET can be found at its
website at www.paramountenergy.com.
The Toronto Stock Exchange has neither approved nor disapproved the
information contained herein.
