Profound Energy Inc.

Profound Energy Inc.

June 30, 2009 16:19 ET

Profound Energy Inc. Announces Take-Up of Shares and Extension of Offer to Acquire by Paramount Energy Trust

CALGARY, ALBERTA--(Marketwire - June 30, 2009) - Profound Energy Inc. (TSX:PFX) ("Profound") announces today that as of 8:00 a.m. (Calgary time) on June 30, 2009, approximately 20,658,646 common shares of Profound had been validly deposited pursuant to the previously announced offer (the "Offer") of 1463072 Alberta Ltd. (the "Offeror"), an indirect wholly-owned subsidiary of Paramount Energy Trust ("PET"), to acquire all of the common shares of Profound ("Common Shares"), including Common Shares which become outstanding upon exercise or conversion of stock options, performance warrants and other securities of Profound convertible into Common Shares.

The Offeror has taken-up all of the deposited Common Shares which, together with Common Shares previously purchased by PET through the facilities of the Toronto Stock Exchange, represent approximately 59.4% of the Common Shares outstanding on a fully-diluted basis (excluding any Common Shares issuable upon conversion of the special warrants of Profound (the "Special Warrants") previously issued to PET) and greater than 50% of the Common Shares held by Independent Shareholders (as such term is defined in the Profound's Shareholder Protection Rights Plan Agreement dated March 30, 2009).

As all of the terms and conditions of the Offer have been complied with, the Offer is now wholly unconditional. Profound has been notified by way of notice of extension that the Offeror has extended the expiry date of the Offer to 8:00 a.m. (Calgary Time) on July 14, 2009, to allow Profound shareholders an additional opportunity to tender their Common Shares. PET has indicated that the notice of extension will be mailed to Profound shareholders.

Effective June 30, 2009, PET also has converted its previously acquired Special Warrants of Profound in exchange for an additional 9,224,310 Common Shares. After giving effect to the conversion of the Special Warrants, PET, together with its affiliates, now own 31,739,356 Common Shares, representing approximately 67.34% of the issued and outstanding Common Shares on a fully-diluted basis.

In addition, Profound is announcing the resignation of William T. Davis as the President and Chief Executive Officer of the Corporation and Nicholas Wemyss as the Executive Vice President and Chief Operating Officer of the Corporation. Profound anticipates that on or about July 2, 2009, the board of directors of Profound will be reconstituted as contemplated by the terms of the support agreement dated March 30, 2009 among PET, Paramount Energy Operating Corp. and Profound.

Profound Energy Inc. is a junior oil and natural gas company based in Calgary, Alberta. The Profound Shares are listed on the TSX under the symbol "PFX". Further information with respect to Profound can be found at its website at

The TSX has neither approved nor disapproved the information contained herein.

Contact Information

  • Profound Energy Inc.
    Evelyn Burnett
    Chief Financial Officer
    (403) 237-6102
    (403) 237-6103 (FAX)
    Profound Energy Inc.
    Suite 380, 435 - 4th Avenue SW
    Calgary, Alberta, Canada T2P 3A8