/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES/
TORONTO, Jan. 15 /CNW/ - On January 15, 2010, Mr. T. Boone Pickens ("Mr. Pickens") acquired ownership of 250,000 Class I Combined Units (the "Units") of the T. Boone Pickens Energy Fund (the "Fund") by way of private placement conducted concurrently with the completion of the Fund's initial public offering. The Units were acquired by Mr. Pickens for an aggregate price of U.S.$2,500,000 (U.S.$10.00 per Unit, approximately Cdn. $10.26 per Unit). As a result of this acquisition, Mr. Pickens beneficially owns or exercises control over 250,000 Class I Combined Units of the Fund (representing all of the outstanding Class I Combined Units of the Fund and approximately 9.1% of all of the issued and outstanding units and warrants of the Fund).
Each Unit consists of one redeemable Class I Unit of the Fund and one warrant for one Class I Unit of the Fund (each, a "Warrant"). The Class I Units of the Fund are convertible into Class A Units of the Fund on a basis relative to the net asset value per unit of the two classes.
Each Warrant entitles its holder to purchase one Class I Unit of the Fund at a subscription price of US$10.00 on April 29, 2011. Warrants may be tendered for exercise on and after April 18, 2011 and up to April 29, 2011 (being the two-week period up to and including the expiry date for the Warrants) with Warrants not exercised by April 29, 2011 being void and of no value. The Warrants are additionally convertible into Class A Warrants of the Fund on a one-for-one basis.
The Units were issued from the Fund's treasury and acquired by Mr. Pickens through a private placement pursuant to the terms of a Subscription Agreement entered into between Mr. Pickens and the Fund. Mr. Pickens has acquired the Units pursuant to section 2.3 (Accredited Investor) of National Instrument 45-106 - Prospectus and Registration Exemptions.
The Units were acquired by Mr. Pickens for investment purposes. Mr. Pickens does not currently intend to acquire ownership of, or control over, additional securities of the Fund.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy securities in the United States, nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. The securities of the Fund have not been registered under the U.S. Securities Act of 1933 (the "1933 Act"), or any state securities laws and may not be offered or sold in the United States or to a U.S. person absent registration under the 1933 Act or an applicable exemption from the registration requirements of the 1933 Act and applicable state securities laws.
SOURCE T. Boone Pickens Energy Fund
For further information: For further information: T. Boone Pickens, c/o TBP Investments Management LLC, 8117 Preston Road, Suite 260, Dallas, TX, 75225, Phone: (214) 265-4165