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Belden & Blake Commences Tender Offer For Its 8.75% Senior Secured Notes due 2012.


NORTH CANTON, Ohio North Canton is a city in Stark County in the U.S. state of Ohio. The population was 16,369 at the 2000 census. History
  • 1831: The Community of North Canton first began as the Village of New Berlin. Residents were primarily of German descent.
 -- Belden & Blake Corporation ("Belden & Blake" or the "Company") announced today that it has commenced a tender offer ("Tender Offer") to purchase for cash any and all of its outstanding 8.75% Senior Secured Notes due 2012 in the aggregate principal amount of $192,500,000 (the "Securities") (CUSIP Number CUSIP Number

An identification number assigned to all stocks and registered bonds. The Committee on Uniform Securities Identification Procedures (CUSIP) oversees the entire CUSIP system.

Notes:
This system is used in the U.S. and Canada.
 077447AE0).

Belden & Blake is offering to purchase the outstanding Securities at 101% of the principal amount tendered from all holders of Securities (the "Holders") who validly tender their Securities at or prior to 9:00 a.m., New York City New York City: see New York, city.
New York City

City (pop., 2000: 8,008,278), southeastern New York, at the mouth of the Hudson River. The largest city in the U.S.
 time, on Monday, September 26, 2005, the expiration of the Tender Offer. Holders who validly tender their Securities at any time during the tender offer period will also be paid accrued and unpaid interest up to, but not including, the applicable date of payment for such Securities.

On August 16, 2005, Capital C Energy Operations, LP, the Company's parent, was acquired by certain institutional funds (the "Funds") managed by EnerVest Management Partners, Ltd., a Houston-based privately held oil and gas operator and institutional funds manager. Because the acquisition resulted in a change of control of the Company, the indenture governing the Securities requires the Company to make the Tender Offer.

The Tender Offer is conditioned upon compliance of the Tender Offer with all applicable laws. The purchase price for Securities tendered in the Tender Offer will be paid by the Company using borrowings under its new credit facility, cash on hand and subordinated loans or equity investments provided by the Funds.

Requests for documentation may be directed to Global Bondholder Services Corporation, at (212) 430-3774 (collect; for banks and brokers) or (866) 795-2200 (toll free; for all other than banks and brokers).

This announcement is not an offer to purchase or a solicitation of an offer to purchase with respect to any securities. The Tender Offer is being made solely by the Offer to Purchase dated August 26, 2005.

The information in this release includes forward-looking statements forward-looking statement

A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections.
 that are made pursuant to Safe Harbor Safe Harbor

1. A legal provision to reduce or eliminate liability as long as good faith is demonstrated.

2. A form of shark repellent implemented by a target company acquiring a business that is so poorly regulated that the target itself is less attractive.
 Provisions of the Private Securities Litigation Reform Act The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees and  of 1995. Forward-looking statements, and the business prospects of the Company are subject to a number of risks and uncertainties which may cause the Company's actual results in future periods to differ materially from the forward-looking statements contained herein. These risks and uncertainties include, but are not limited to, the Company's access to capital, the market demand for and prices of oil and natural gas, the Company's oil and gas production and costs of operation, results of the Company's future drilling activities, the uncertainties of reserve estimates and environmental risks. These and other risks are described in the Company's most recent Annual Report on Form 10-K Form 10-K

A report required by the SEC from exchange-listed companies that provides for annual disclosure of certain financial information.


Form 10-K

See 10-K.
 and Quarterly Reports on Form 10-Q Form 10-Q

See 10-Q.
 and other filings with the Securities and Exchange Commission.

Belden & Blake engages in the exploitation, development, production, operation and acquisition of oil and natural gas properties in the Appalachian and Michigan Basins (a region which includes Ohio, Pennsylvania, New York New York, state, United States
New York, Middle Atlantic state of the United States. It is bordered by Vermont, Massachusetts, Connecticut, and the Atlantic Ocean (E), New Jersey and Pennsylvania (S), Lakes Erie and Ontario and the Canadian province of
 and Michigan). Belden & Blake is a subsidiary of Capital C Energy Operations, LP, an affiliate of EnerVest Management Partners, Ltd.
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Copyright 2005, Gale Group. All rights reserved. Gale Group is a Thomson Corporation Company.

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Publication:Business Wire
Geographic Code:1USA
Date:Aug 26, 2005
Words:516
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