February 27, 2017
February 27, 2017 – Calgary, Alberta (TSXV – BBI) Blackbird Energy Inc. (“Blackbird” or the “Company”) is pleased to announce that it has obtained a receipt for a preliminary short form prospectus (the “Preliminary Prospectus”) which was filed with the securities regulatory authorities in each of the provinces of Canada, except Québec, in connection with a marketed public offering (the “Offering”) of: (i) common shares of the Company (“Common Shares”) for gross proceeds of up to $60 million; (ii) Common Shares to be issued on a “CEE flow-through” basis (the “CEE Flow-Through Shares”) for gross proceeds of up to $15 million; and (iii) Common Shares to be issued on a “CDE flow-through” basis (the “CDE Flow-Through Shares”) for gross proceeds of up to $5 million (and, collectively with the Common Shares and CEE Flow-Through Shares, the “Shares”), for aggregate gross proceeds of up to $80 million.
The Offering will be conducted through a syndicate of agents (the “Agents”) co-led by Cormark Securities Inc., Pareto Securities AS and TD Securities Inc. (the “Co-Lead Agents”). The Agents have been granted an over-allotment option, exercisable in whole or in part for a period of up to 30 days following the Closing Date (as described below), to offer for sale up to an additional 15% of each of the Common Shares, CEE Flow-Through Shares and CDE Flow-Through Shares sold pursuant to the Offering, and such additional shares shall be issued on the same terms and at the same price as those otherwise sold under the Offering.
The Common Shares, CEE Flow-Through Shares and CDE Flow-Through Shares will be priced in the context of the market with the pricing to be determined by negotiation between the Co-Lead Agents and Blackbird.
The net proceeds of the Offering, including any proceeds received upon the exercise of the over-allotment option granted to the Agents, are expected to be used by the Company to fund the drilling and completion operations for approximately 12 Elmworth / Pipestone Montney wells and to incur related tie-in, equipping and pipeline gathering system costs, as well as for general corporate purposes. Please see “Use of Proceeds” in the Preliminary Prospectus for further details of the use of net proceeds from the Offering.
The Shares will be offered in all provinces of Canada (other than Québec) by way of a short form prospectus pursuant to National Instrument 44-101 - Short Form Prospectus Distributions and the Common Shares may be sold in the United States and other jurisdictions pursuant to exemptions from registration requirements.
The Company will apply to list the Shares on the TSX Venture Exchange (the “TSXV”). The completion of the Offering is subject to certain conditions, including the receipt of all necessary regulatory approvals, including the approval of the TSXV. Closing of the Offering is expected to occur on or about March 22, 2017 (the “Closing Date”).
A copy of the Preliminary Prospectus may be obtained on SEDAR at www.sedar.com or by contacting the Agents.
Paramount Resources Ltd. Acquisition Update
Blackbird is also pleased to announce that it has entered into a purchase and sale agreement with Paramount Resources Ltd. regarding the previously announced acquisition of 13 gross sections of Montney rights (3.1 net) for total consideration of 5 million Blackbird common shares (the “Paramount Acquisition”). These lands are contiguous with Blackbird’s existing lands and will, upon closing, increase Blackbird’s Montney rights at Elmworth / Pipestone to 115 gross sections (99.9 net). Closing of the Paramount Acquisition is subject to TSXV acceptance and certain other conditions customary for acquisitions of this nature. Closing of the Paramount Acquisition is expected to occur by the middle of March, 2017.
Blackbird Energy Inc. is a highly innovative oil and gas exploration and development company focused on the condensate and liquids-rich Montney fairway at Elmworth, near Grande Prairie, Alberta.
For more information, please contact:
Blackbird Energy Inc.
Chairman, CEO, and President
Chief Financial Officer
Vice President, Business Development
Forward Looking Information
This news release includes certain statements that may be deemed "forward-looking statements" within the meaning of applicable Canadian securities legislation. Specifically, this news release includes, but is not limited to, forward-looking statements with respect to the net proceeds from the Offering, the Closing Date of the Offering and the closing of the Paramount Acquisition, including timing therefor. Generally, forward-looking statements can be identified by the forward-looking terminology such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "projects", "intends", "anticipates", or "does not anticipate", or "believes", or "variations of such words and phrases or state that certain actions, events or results "may", "can", "could", "would", "might", or "will" be taken", "occur" or "be achieved". Forward-looking statements are subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward-looking statements, including but not limited to: risks related to the exploration and development and operation of the Company's projects, the actual results of current exploration, development activities, conclusions of economic evaluations, changes in project parameters as plans continue to be refined, future oil and gas prices, regulatory approvals including approvals from the TSXV for the Offering, as well as those factors discussed in the sections relating to risk factors of our business filed in the Company’s required securities filings on SEDAR. Although the Company has attempted to identify important factors that could cause results to differ materially from those contained in forward-looking statements, there may be other factors that cause results to be materially different from those anticipated, described, estimated, assessed or intended. There can be no assurance that any forward-looking statements will prove accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements. The Company does not undertake to update any forward-looking statements that are incorporated by reference herein, except in accordance with applicable securities laws.
Neither the TSX Venture Exchange nor its Regulation Service Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
THE SECURITIES OFFERED HAVE NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES ABSENT REGISTRATION OR AN EXEMPTION FROM THE REGISTRATION REQUIREMENTS. THIS PRESS RELEASE SHALL NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF AN OFFER TO BUY NOR SHALL THERE BE ANY SALE OF THE SECURITIES IN ANY STATE IN WHICH SUCH OFFER, SOLICITATION OR SALE WOULD BE UNLAWFUL.
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