On December 27, 2012, Equus Total Return, Inc. entered into a material definitive agreement with Warren American Oil Company, LLC to acquire certain oil and gas working interests held by WAOC for a purchase price of approximately $6.6 million. The assets acquired include working interests in 150 producing and non-producing oil and gas wells, including associated development rights, in respect of over 23,000 acres situated on 15 separate properties in Texas and Oklahoma. The working interests, all of which are non-operated, range from a de minimus amount to 50% of the leasehold production of these wells.

Based upon third-party engineering reports and the Fund's own due diligence, the Fund estimates that the acquired working interests in producing wells represent approximately 500,000 barrels of oil equivalents, and that an additional 400,000 barrels of oil equivalents may be obtained from these interests through additional drilling and development.