Ensource Energy Announces Change in Management and Investors.HOUSTON -- Ensource Energy Income Fund LP ("Ensource") today announced that Scott A. Bedford has resigned from the board of directors of its general partner, Ensource Energy Fund, LP ("EEP EEP Export Enhancement Program EEP Ecosystem Enhancement Program EEP Early Entrance Program (University of Washington) EEP Equal Error Protection EEP Einstein Equivalence Principle EEP Emergency Evacuation Plan "). Mr. Bedford's resignation was made in connection with the redemption of Ensource Energy Investors LLC's 62% limited partner interest in EEP. Prior to the redemption, Ensource Energy Investors was EEP's largest limited partner, and the redemption resulted in the payment of $12,460,832 to Ensource Energy Investors from the escrow escrow Instrument, such as a deed, money, or property, that constitutes evidence of obligations between two or more parties and is held by a third party. It is delivered by the third party only upon fulfillment of some condition. that was established by EEP and its investors to fund the $20.05 million contribution by EEP to be made upon the successful closing of the exchange offer. In addition, Ensource announced that the remaining limited partners of EEP have entered into an amendment to the EEP limited partnership agreement as a result of which the limited partners have agreed to contribute to EEP a total of approximately $20.1 million to be used to fund the $20.05 million contribution to be made upon the successful closing of the exchange offer. In connection with the amendment, Ritchie Energy North, L.P. ("REN ren or jen In Confucianism, the most basic of all virtues, variously translated as “humaneness” or “benevolence.” It originally denoted the kindness of rulers to subjects. ") increased its capital contribution commitment from $5.0 million to approximately $17.47 million, representing an approximate 86.66% limited partner interest in EEP. REN's capital commitment is comprised of $5.0 million held in the escrow account with a financial institution as previously described, with the balance of its commitment to be funded upon the successful closing of the exchange offer. As a result of Mr. Bedford's resignation, EEP's board of directors currently has four members and is comprised of Scott W. Smith (Chairman), Mark J. Warner, Jacob Roorda and S.P. Johnson IV, with one vacancy VACANCY. A place which is empty. The term is principally applied to cases where an office is not filled. 2. By the constitution of the United States, the president has the power to fill up vacancies that may happen during the recess of the senate. . REN, which now holds a majority in interest of the limited partner interests of EEP has the right to designate des·ig·nate tr.v. des·ig·nat·ed, des·ig·nat·ing, des·ig·nates 1. To indicate or specify; point out. 2. To give a name or title to; characterize. 3. four of the five members to EEP's board of directors. Ensource intends to supplement its exchange offer materials to reflect the changes described herein. Georgeson Shareholder Communications, Inc. (800-279-4514) has been appointed the information agent for the exchange offer. The prospectus relating to relating to relate prep → concernant relating to relate prep → bezüglich +gen, mit Bezug auf +acc the exchange offer, as well as any additional information concerning the terms and conditions of the exchange offer, may be obtained by contacting Georgeson Shareholder Communications, Inc., 17 State Street, 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 , NY 10004, E-mail: ensource@gscorp.com. Banks and brokerage firms please call: 1-212-440-9800. Shareholders please call: 1-800-279-4514. Ensource Energy Income Fund LP is a Houston-based energy company engaged in the business of acquiring and holding net profits interests burdening oil and gas producing properties located in the United States United States, officially United States of America, republic (2005 est. pop. 295,734,000), 3,539,227 sq mi (9,166,598 sq km), North America. The United States is the world's third largest country in population and the fourth largest country in area. , which will fund ongoing quarterly distributions to its limited partners of all available cash from operating surplus Operating surplus is an accounting concept used in national accounts statistics (such as United Nations System of National Accounts (UNSNA) and in corporate and government accounts. It is also used in macro-economics as a proxy for total pre-tax profit income. received from the ownership of those interests beyond that required to pay its costs and fund reasonable working capital reserves. Additional information about Ensource Energy Income Fund LP may be found on its website at www.ensource-energy.com. Where You Can Get More Information This is neither an offer to purchase nor a solicitation solicitation In criminal law, the act of asking, inducing, or directing someone to commit a crime. The person soliciting another becomes an accomplice to the crime. The term also refers to the act of obtaining bribes, as well as to the crime of a prostitute who offers sexual of an offer to sell any securities. Any exchange offer will be made only through a registration statement and related materials. In connection with the exchange offer, Ensource Energy Income Fund LP ("Ensource") has filed a registration statement on Form S-4 (containing a prospectus) with the Securities and Exchange Commission (the "SEC"). Investors and security holders of Eastern American Natural Gas Trust ("NGT NGT Night NGT National Grid Transco (UK gas transporter) NGT Nominal Group Technique NGT Not Greater Than NGT Next Generation Technology NGT Next Generation Telecom (China) NGT NASA Ground Terminal ") are advised to read these disclosure materials (and any other disclosure materials filed with the SEC when they become available) because these materials contain important information. Investors and security holders may obtain a free copy of the disclosure materials and other documents filed by Ensource with the SEC at the SEC's website at www.sec.gov. The disclosure materials and other documents of Ensource may also be obtained from Ensource upon request by directing such request to Ensource's Information Agent, Georgeson Shareholder Communications, Inc., 17 State Street, New York, NY 10004, E-mail: ensource@gscorp.com. Banks and brokerage firms please call: 1-212-440-9800. Shareholders please call: 1-800-279-4514. The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR Edgar or Eadgar (both: ĕd`gər), 943?–975, king of the English (959–75), son of Edmund, king of Wessex. In 957 the Mercians and Northumbrians rebelled against Edgar's brother Edwy and chose Edgar as their king. on the SEC Web site at www.sec.gov. Alternatively, the issuer, any underwriter underwriter n. a company or person which/who underwrites an insurance policy, issue of corporate securities, business, or project. (See: underwrite) UNDERWRITER, insurances. One who signs a policy of insurance, by which he becomes an insurer. or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-279-4514.
Summary Description of Exchange Offer
Bidders: Ensource Energy Income Fund LP and
Ensource Energy Partners, LP
Subject Company: Eastern American Natural Gas Trust
Pursuant to the terms of the exchange offer, Ensource is offering the current unitholders of NGT the right to tender each of their NGT depositary DEPOSITARY, contracts. He with whom a deposit is confided or made. 2. It is, the essence of the contract of deposits that it should be gratuitous on the part 'of the depositary. 9 M. R. 470. units in exchange for: (i) one whole common unit of Ensource; and (ii) a pro-rata share of a $5.9 million special cash distribution to be paid by Ensource to holders of NGT depositary units accepted by Ensource in this offer. The exchange offer will remain open until 5:00 p.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 February 28, 2006, unless extended. If Ensource elects to extend the exchange offer, it will inform the exchange agent of that fact and will make a public announcement of the extension, not later than 9:00 a.m., New York City time, on the business day after the day on which the exchange offer was scheduled to expire. The complete terms and conditions of the exchange offer and related transactions are set forth in the prospectus that is a part of the registration statement filed by Ensource with the SEC, as amended a·mend v. a·mend·ed, a·mend·ing, a·mends v.tr. 1. To change for the better; improve: amended the earlier proposal so as to make it more comprehensive. 2. from time to time. 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. All statements, other than statements of historical facts, included herein are forward-looking statements. Included among forward-looking statements are, among other things, (i) statements regarding Ensource's business strategy, plans and objectives and (ii) statements expressing beliefs and expectations regarding the payment of distributions to Ensource's limited partners. Although Ensource believes that the expectations reflected in these forward-looking statements are reasonable, they do involve assumptions, risks and uncertainties, and these expectations may prove to be incorrect. Ensource's actual results could differ materially from those anticipated in these forward-looking statements as a result of a variety of factors, including those discussed in Ensource's periodic reports that are filed with and available from the SEC. You should not place undue reliance on these forward-looking statements, which speak only as of the date of this communication. Other than as required under the securities laws, Ensource does not assume a duty to update these forward-looking statements. |
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