News Releases

Advantage Energy Income Fund Converted Into Advantage Oil & Gas Ltd.

Jul 9, 2009

    CALGARY, July 9 /CNW/ - Advantage Oil & Gas Ltd. ("AOG" or the
"Corporation") (AAV - TSX, AAV - NYSE) announced today that it has completed
the previously announced plan of arrangement (the "Arrangement") involving AOG
and Advantage Energy Income Fund (the "Fund"), pursuant to which, the Fund
converted into the Corporation.
    Unitholders of the Fund voted 91.64% in favour of the Arrangement at the
annual general and special meeting of Fund unitholders held earlier in the
day. In accordance with the terms of the Arrangement, former unitholders of
the Fund who have or will complete the letter of transmittal provided to such
unitholders will receive common shares of AOG on a one-for-one basis. In
addition, as part of the Arrangement, the Fund was dissolved and the
Corporation assumed all of the existing liabilities of the Fund, including the
Fund's convertible debentures which are now convertible debentures of the
    It is anticipated that the Corporation's common shares and convertible
debentures will commence trading on the Toronto Stock Exchange under the new
trading symbols "AAV", "AAV.DB.C", "AAV.DB.D", "AAV.DB.E", and "AAV.DB.G" and
the Corporation's common shares will commence trading on the New York Stock
Exchange under the symbol "AAV" on or about July 14, 2009. The trust units and
convertible debentures of the Fund will be delisted at this time as well.
    At the annual general and special meeting of the Fund, unitholders also
approved the Shareholders' Rights Plan and the Restricted Share Performance
Incentive Plan of AOG.
    At the annual general and special meeting of the Fund, unitholders also
appointed Stephen Balog, Kelly I. Drader, Paul Haggis, John A. Howard, Andy J.
Mah, Ronald A. McIntosh, Sheila O'Brien, Carol D. Pennycook and Steven Sharpe
as directors of the Corporation. Messrs. Gary Bourgeois and Rodger Tourigny
did not stand for re-election as directors and AOG would like to express its
sincere thanks to Messrs. Bourgeois and Tourigny for their dedicated service
to the Corporation and the Fund over the previous eight years.


    The information in this press release contains certain forward-looking
statements including, without limitation, the anticipated timing of the
listing of AOG's common shares on the Toronto Stock Exchange and New York
Stock Exchange; the listing of the convertible debentures on the Toronto Stock
Exchange and the delisting of the Fund's trust units on the New York Stock
Exchange and Toronto Stock Exchange and delisting of the convertible
debentures on the Toronto Stock Exchange. 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 AOG'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; geological,
technical, drilling and processing problems and other difficulties in
producing petroleum reserves; and obtaining required approvals of regulatory
authorities. AOG'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 AOG will derive from them. Except as
expressly required by law, AOG undertakes no obligation to publicly update or
revise any forward-looking statements.

    %CIK: 0001259995

For further information:

For further information: Investor Relations, Toll free: 1-866-393-0393,
ADVANTAGE OIL & GAS LTD., 700, 400 - 3rd Avenue SW, Calgary, Alberta, T2P 4H2,
Phone: (403) 718-8000, Fax: (403) 718-8300, Web Site:,

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