Paramount Energy Trust
TSX : PMT.DB
PINK SHEETS : PMGYF
TSX : PMT.UN
TSX : PMT.DB.A
TSX : PMT.DB.B
TSX : PMT.DB.C

Paramount Energy Trust

April 24, 2009 23:59 ET

Paramount Energy Trust Announces Mailing of Take-Over Bid Circular for Profound Energy Inc.

CALGARY, ALBERTA--(Marketwire - April 24, 2009) - Paramount Energy Trust ("PET" or the "Trust") (TSX:PMT.UN) announces that it has mailed a take-over bid circular and offer to shareholders of Profound Energy Inc. ("Profound"), in connection with PET's previously announced offer to purchase the common shares of Profound. The take-over bid expires at 8:00 a.m. (Calgary time) on June 1, 2009, unless withdrawn or extended, and is being made by 1463072 Alberta Ltd., an indirect wholly-owned subsidiary of PET.

This news release is neither an offer to purchase securities nor a solicitation of an offer to sell securities. PET has filed the take-over bid circular and offer with Canadian securities regulatory authorities and Profound has filed a directors' circular with respect to PET's offer to Profound shareholders, recommending that shareholders tender their common shares to the offer.

Shareholders of Profound and other investors are urged to read the take-over bid circular and the related directors' circular. These documents, as well as any amendments and supplements to them and any other relevant document filed or to be filed with Canadian securities regulatory authorities contain important information.

PET has retained Kingsdale Shareholder Services Inc. as information agent for the offer. Shareholders may obtain a copy of the take-over bid circular, the related letter of transmittal and election form, notice of guaranteed delivery, the directors' circular and certain other offer documents at www.sedar.com. In addition, any questions or requests for assistance or further information on how to tender common shares to the offer, may be directed to and copies of the above referenced documents may be obtained by contacting the information agent at 1-888-518-6554 or by email at contactus@kingsdaleshareholder.com.

Paramount Energy Trust is a natural gas-focused Canadian energy trust. Paramount's Trust Units and Convertible Debentures are listed on the Toronto Stock Exchange under the symbols "PMT.UN", "PMT.DB", "PMT.DB.A", "PMT.DB.B" and "PMT.DB.C", respectively. Further information with respect to the Trust can be found at its website at www.paramountenergy.com.

The TSX has neither approved nor disapproved the information

contained herein.

NOTICE TO UNITED STATES SHAREHOLDERS

This offer is made for the securities of a Canadian company and is subject to Canadian disclosure requirements that are different from those of the United States. Financial statements included or incorporated by reference in the take-over bid circular and offer, if any, have been prepared in accordance with Canadian generally accepted accounting principles and are subject to Canadian auditing and auditor independence standards, which differ from United States generally accepted accounting principles and United States auditing and auditor independence standards. As a result, such financial statements may not be comparable to the financial statements of United States companies.

It may be difficult for U.S. shareholders to enforce their rights and any claim that they may have arising under the United States federal or state securities laws, as the offeror, Paramount Energy Trust and the administrator of Paramount Energy Trust are located in Canada, and all of their officers and directors are residents of Canada. U.S. shareholders may not be able to sue a foreign entity or its officers or directors in a foreign court for violations of U.S. federal or state securities laws. It may be difficult to compel a foreign entity and its affiliates to subject themselves to a U.S. court's judgment.

U.S. Shareholders should be aware that the offeror or its affiliates may bid for or purchase securities otherwise than under the offer, such as in open market or privately negotiated purchases, subject to applicable securities laws.

FORWARD LOOKING INFORMATION

This press release contains statements that constitute forward-looking information within the meaning of applicable securities legislation. This forward-looking information includes, among others, statements regarding the expected timing for closing the offer. Various assumptions were used in drawing the conclusions or making the forecasts and projections contained in the forward-looking information contained in this press release. Forward-looking information is based on current expectations, estimates and projections that involve a number of risks, which could cause actual results to vary and in some instances to differ materially from those anticipated by the Trust and described in the forward-looking information contained in this press release. Undue reliance should not be placed on forward-looking information. The material risk factors include, but are not limited to failure to satisfy the conditions of the offer. Readers are cautioned that the foregoing list of risk factors is not exhaustive. Forward-looking information is based on the estimates and opinions of the Trust's management at the time the information is released.

Contact Information

  • Kingsdale Shareholder Services Inc.
    1-888-518-6554 (Toll Free)
    Outside North America, Banks and Brokers Call Collect: (416) 867-2272
    (416) 867-2271 (FAX)
    1-866-545-5580 (FAX - Toll Free)

    OR

    Paramount Energy Operating Corp.
    Administrator of Paramount Energy Trust
    Susan L. Riddell Rose
    President and Chief Executive Officer
    (403) 269-4400
    (403) 269-4444 (FAX)

    OR

    Paramount Energy Operating Corp.
    Administrator of Paramount Energy Trust
    Cameron R. Sebastian
    Vice President, Finance and Chief Financial Officer
    (403) 269-4400
    (403) 269-4444 (FAX)

    OR

    Paramount Energy Operating Corp.
    Administrator of Paramount Energy Trust
    Sue M. Showers
    Investor Relations and Communications Advisor
    (403) 269-4400
    (403) 269-4444 (FAX)

    OR

    Paramount Energy Operating Corp.
    Administrator of Paramount Energy Trust
    Suite 3200, 605 - 5 Avenue SW
    Calgary, Alberta, Canada, T2P 3H5
    Email: info@paramountenergy.com
    Website: www.paramountenergy.com