CALGARY, Sept. 7 /CNW/ - Advantage Energy Income Fund (TSX: AVN.UN,
NYSE: AAV) ("Advantage" or the "Fund") announced today that it has made an
offer to purchase all of the outstanding 8.75% convertible unsecured
subordinated debentures trading under the symbol "AVN.DB.F" (the "8.75%
Debentures") and all of the 8.0% convertible unsecured subordinated debentures
trading under the symbol "AVN.DB.G" (the "8.0% Debentures").
    Following completion of the business combination involving Sound Energy
Trust ("Sound") on September 5, 2007 (the "Sound Arrangement"), Advantage
assumed all of the covenants and obligations of Sound under its debenture
indentures providing for the issuance of the 8.75% Debentures and 8.0%
Debentures. Pursuant to the change of control provisions in such debenture
indentures, Advantage is required, within 30 days of such change of control,
to make an offer (the "8.75% Offer") to purchase all of the outstanding 8.75%
Debentures at a price equal to 101% of the principal amount of the 8.75%
Debentures (the "8.75% Offer Price") plus accrued and unpaid interest on the
8.75% Debentures up to, but excluding, the date of acquisition of such
debentures (the "8.75% Total Offer Price"). Advantage is also required to make
an offer (the "8.0% Offer") to purchase all of the outstanding 8.0% Debentures
at a price equal to 101% of the principal amount of the 8.0% Debentures (the
"8.0% Offer Price") plus accrued and unpaid interest on the 8.0% Debentures up
to, but excluding, the date of acquisition of such debentures (the "8.0% Total
Offer Price").
    Pursuant to the 8.75% Offer, holders of 8.75% Debentures are entitled to
receive, at their election: (i) cash in consideration for the 8.75% Total
Offer Price (the "Cash Election"); or (ii) freely tradeable Advantage Units in
consideration for the 8.75% Total Offer Price (the "Unit Election"). If the
Holder elects the Unit Election, the number of Advantage Units issued to a
holder is calculated by dividing the 8.75% Total Offer Price by the Current
Market Price of the Advantage Units. For the purposes of the 8.75% Offer, the
Current Market Price of the Advantage Units was calculated as 95% of the
weighted average trading price per unit of Advantage Units on the Toronto
Stock Exchange for 20 consecutive trading days ending on the fifth day
preceding September 5, 2007, which number equates to $11.88 per Trust Unit
entitling the Holder to receive 84.1751 Advantage Units per $1,000 principal
amount of 8.75% Debenture.
    Pursuant to the 8.0% Offer, holders of 8.0% Debentures are entitled to
receive freely tradeable Advantage Units in consideration for the 8.0% Total
Offer Price. The number of Advantage Units issued to a holder is calculated by
dividing the 8.0% Total Offer Price by the Current Market Price of the
Advantage Units. For the purposes of the 8.0% Offer, the Current Market Price
of the Advantage Units was calculated as 95% of the weighted average trading
price per unit of Advantage Units on the Toronto Stock Exchange for 20
consecutive trading days ending on the fifth day preceding September 5, 2007,
which number equates to $11.88 per Trust Unit entitling the Holder to receive
84.1751 Advantage Units per $1,000 principal amount of 8.0% Debenture.
    Holders of 8.75% Debentures and 8.0% Debentures will receive the 8.75%
Offer and 8.0% Offer, respectively, via mail. Such offers are open for
acceptance until 5:00 p.m. (Calgary time) on Wednesday, October 17, 2007.
Debentureholders wishing to tender to the respective Offers must make their
election through their broker or account representative who will then make the
appropriate election through the CDS system. Accordingly, holders of 8.75%
Debentures and 8.0% Debentures should contact their broker or account
representative for assistance in tendering to the Offers and making their
election.
    Pursuant to the Sound Arrangement, Advantage issued approximately
17 million Advantage Units and $21.4 million to former unitholders of Sound.
Advantage currently has approximately 133.6 million Trust Units issued and
outstanding.

    Advisory

    The information in this press release contains certain forward-looking
statements. These statements relate to future events or our future
performance. All statements other than statements of historical fact may be
forward-looking statements. Forward-looking statements are often, but not
always, identified by the use of words such as "seek", "anticipate", "plan",
"continue", "estimate", "expect", "may", "will", "project", "predict",
"potential", "targeting", "intend", "could", "might", "should", "believe",
"would" and similar expressions. These statements involve substantial known
and unknown risks and uncertainties, certain of which are beyond Advantage's
control, including: the impact of general economic conditions; industry
conditions; changes in laws and regulations including the adoption of new
environmental laws and regulations and changes in how they are interpreted and
enforced; fluctuations in commodity prices and foreign exchange and interest
rates; stock market volatility and market valuations; volatility in market
prices for oil and natural gas; liabilities inherent in oil and natural gas
operations; uncertainties associated with estimating oil and natural gas
reserves; competition for, among other things, capital, acquisitions, of
reserves, undeveloped lands and skilled personnel; incorrect assessments of
the value of acquisitions; changes in income tax laws or changes in tax laws
and incentive programs relating to the oil and gas industry and income trusts;
geological, technical, drilling and processing problems and other difficulties
in producing petroleum reserves; and obtaining required approvals of
regulatory authorities. Advantage's actual results, performance or achievement
could differ materially from those expressed in, or implied by, such
forward-looking statements and, accordingly, no assurances can be given that
any of the events anticipated by the forward-looking statements will transpire
or occur or, if any of them do, what benefits that Advantage will derive from
them. Except as required by law, Advantage undertakes no obligation to
publicly update or revise any forward-looking statements.

    %SEDAR: 00016522E          %CIK: 0001259995