Canadian Warrants

The warrants are being provided exclusively to EnerVest unitholders. Unitholders will have the opportunity to exercise their warrants to acquire additional units at a predetermined price potentially lower than the market price of EnerVest units. Exercising of the warrants will provide the fund with additional investment flexibility, allowing the fund to take advantage of market opportunities and may reduce the continuing management expense ratio of the fund, for the benefit of all EnerVest unitholders.

The warrants distributed under this prospectus have been conditionally approved for listing on the Toronto Stock Exchange under the symbol EIT.WT.A. The units issuable upon exercise of the warrants will be freely tradable EnerVest units. Once the warrants begin trading, investors will have the opportunity to buy or sell the warrants, which will trade independently of the existing EnerVest units. Warrants will be distributed to client accounts by brokers and custodians on a best-efforts basis after the record date. The fund will pay an exercise fee of 30 cents per warrant at the time the warrant is exercised, payable to the investment advisor of the CDS participant whose client is exercising the warrant.

The warrants are not qualified for distribution in the United States of America. For further details, please consult the prospectus and your investment adviser. A copy of the final prospectus has been filed on SEDAR. Full details about this offering will be available on the Canoe Financial website.

EnerVest Diversified to list 22.48 million warrants

2009-12-17 19:24 MT - Warrants Called to Trade
TSX bulletin 2009-1708
Holders of units (symbol: EIT.UN) of EnerVest Diversified Income Trust of record at the close of business (Calgary time) on Dec. 23, 2009, will be issued warrants, on the basis of one-quarter of one warrant for each unit held.

The units of the fund will commence trading on an ex distribution basis at the opening on Dec. 21, 2009, at which time up to 22,485,646 warrants will be posted for trading on a when-issued basis, under the following trading information:

Symbol: EIT.WT
Cusip No.: 292963 21 2
Trading currency: Canadian
Designated market maker: National Bank Financial Inc.
Other markets: None

Each whole warrant entitles the holder to purchase one unit at a price of $13.31 on or before 5 p.m. (Calgary time) on the earlier of: (a) Sept. 23, 2010; or (b) the date which is 20 business days from the date after the trust calls the warrants pursuant to the call option. If after six months from the date of issue of the warrants, the units trade above the subscription price for a period of 10 business day, the trust will have the right, but not the obligation, to call the warrants.

Additional information on the warrant offering may be found in the trust's short-form prospectus dated Dec. 14, 2009, which is available at SEDAR. Capitalized terms used but not otherwise defined are as defined in the prospectus.

The trust uses the book-entry only system administered by CDS Clearing and Depository Services Inc. with respect to units and the book-based system with respect to the warrants. The trust may also use the non-certificated issue system or another system administered by CDS.

A beneficial holder of warrants may subscribe for a whole number of units by instructing the CDS participant holding the subscriber's warrants to exercise all or a specified number of such warrants and forwarding the subscription price for each unit subscribed for in accordance with the terms of the offering and the warrant indenture to the CDS participant which holds the subscriber's warrants . The subscription price is payable in Canadian funds by certified cheque, bank draft or money order drawn to the order of a CDS participant, by direct debit from the subscriber's brokerage account or, by electronic funds transfer or other similar payment mechanism. All payments must be forwarded to the appropriate office of the CDS participant. The entire subscription price for units subscribed for must be paid at the time of subscription and must be received by the warrant agent prior to the date of the exercise of the warrants. Accordingly, a subscriber subscribing through a CDS participant must deliver its payment and instructions sufficiently in advance of the expiry date to allow the CDS participant to properly exercise the warrants on such subscriber's behalf. units will be issued on a fully paid basis only, not earlier than the third business day after a valid subscription is received by the warrant agent. Units not issued prior to the closing of the record books on a distribution record date will not be eligible to receive the applicable distribution. Holders of warrants are encouraged to contact their broker or other CDS participants as each CDS participant may have an earlier cut-off time.

A registered holder of warrants will be required to deposit at the office of Computershare Trust Company of Canada the warrant certificate(s) representing the warrants to be exercised, together with the duly completed and executed subscription form (Form 1) on the warrant certificate(s). The warrant certificate and completed Form 1 must be accompanied by payment of the subscription price for all units subscribed for.

Each holder of warrants that subscribes for units to which such holder is entitled pursuant to the basic subscription privilege may, at any time during the exercise period, subscribe for additional units pursuant to the additional subscription privilege, if applicable, at a price equal to the subscription price for each additional unit. Holders of warrants will not be required to fully exercise all of their warrants under the basic subscription privilege in order to be eligible for the additional subscription privilege. To apply for additional units under the additional subscription privilege, a beneficial holder of warrants must forward their request to a CDS participant. A registered holder of warrants must forward their request to the warrant agent. Payment for additional units, in the same manner as for units, must accompany the request when it is delivered to the CDS participant or warrant agent, as the case may be. Accordingly, a beneficial holder of warrants must deliver payment and instructions sufficiently in advance of the expiry date to allow the CDS participant to properly exercise warrants on such subscriber's behalf and apply for additional units under the additional subscription privilege, as applicable. Payment in full of the subscription price must be received by the warrant agent prior to 5 p.m. (Calgary time) on the expiry date, failing which the subscriber's entitlement to such units will terminate. Any excess funds will be returned by mail or credited to a beneficial holder's account with its CDS participant, without interest or deduction. units will be issued on a fully paid basis only, not earlier than the third business day after a valid subscription is received by the warrant agent. Units not issued prior to the closing of the record books on a distribution record date will not be eligible to receive the applicable distribution. Beneficial holders of warrants are encouraged to contact their broker or other CDS participants as each CDS participant may have an earlier cut-off time.

The units are not registered under the 1933 act. The offering is made in Canada and not in the United States. The offering is not, and under no circumstances is to be construed as, an offering of any units for sale in the United States or an offering to or for the account or benefit of any U.S. person or a solicitation therein of an offer to buy any securities. Accordingly, the warrants may not be distributed to unitholders located in the United States, and no subscriptions will be accepted from any person, or their agent, who appears to be, or who the trust has reason to believe is, resident in the United States.

It is expected that the CDS participant will, prior to the expiry date, attempt to sell for the U.S. unitholders the warrants allotable to such U.S. unitholders at the price or prices it determines in its discretion. Any net proceeds received by the CDS participant with respect to any sale of such warrants are expected to be delivered by the CDS participant as soon as practicable to such U.S. unitholders.

Unitholders whose recorded addresses are outside of Canada, other than the U.S. unitholders, will be permitted to subscribe for units pursuant to the terms of the offering or, if they do not wish to exercise any of their warrants to subscribe for units, will be permitted to sell or otherwise transfer their warrants through a CDS participant provided that they represent to the fund that the receipt by them of warrants and the issuance to them of units upon the exercise of the warrants will not be in violation of the laws of their jurisdiction of residence.

The trust will pay a warrant exercise fee at the time the warrant is exercised equal to 20 cents per warrant to the CDS participant whose client is exercising the warrant.

The warrants will be governed by the terms of a warrant indenture entered into on Dec. 14, 2009, between the trust and the warrant agent. The warrant indenture provides for appropriate adjustments to the warrants in the event of stock dividends, subdivisions, consolidations and other forms of capital reorganization.