April 25, 2016
NOT FOR DISTRIBUTION IN THE UNITED STATES. ANY FAILURE TO COMPLY WITH THIS RESTRICTION MAY CONSTITUTE A VIOLATION OF U.S. SECURITIES LAW.
Blackbird Energy Inc. ("Blackbird" or the "Company") (TSX VENTURE:BBI) is pleased to announce that it has filed a preliminary short form prospectus (the "Preliminary Prospectus") in connection with a marketed public offering, through a syndicate of agents (the "Agents"), co-led by Dundee Securities Ltd. and Haywood Securities Inc. (the "Co-Lead Agents"), of: (i) 120,000,000 units ("Units") of the Company at a price $0.15 per Unit, for gross proceeds from the offering of Units of $18,000,000 (the "Unit Offering"); and (ii) 13,400,000 common shares of the Company ("Common Shares") to be issued on a "CDE flow-through" basis ("Flow-Through Shares") at a price of $0.15 per Flow-Through Share, for gross proceeds from the offering of Flow-Through Shares of $2,010,000 (the "Flow-Through Offering", and together with the Unit Offering, the "Offering"). The aggregate gross proceeds from the Offering will be $20,010,000.
Each Unit will consist of one Common Share and one Common Share purchase warrant of the Company ("Warrant"). Each Warrant will entitle the holder thereof to acquire, subject to adjustment in accordance with the indenture governing the Warrants, one Common Share (each, a "Warrant Share") at an exercise price of $0.30 per Warrant Share, at any time prior to the date that is 60 months following the closing date of the Offering (the "Closing Date"). The Warrants will be governed by a warrant indenture to be entered into on or before the Closing Date between Blackbird and Computershare Trust Company.
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, to offer for sale up to an additional 15% of the Units sold pursuant to the Unit Offering on the same terms, as described above. The Agents have also been granted an over-allotment option, exercisable in whole or in part prior to the Closing Date, to offer for sale up to an additional 15% of the Flow-Through Shares sold pursuant to the Flow-Through Offering on the same terms, as described above.
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: (i) to finance the costs of a battery, a pipeline gathering system and water disposal facilities at Blackbird's Elmworth project; and (ii) to finance the drilling and completion costs of Blackbird's fourth Montney well at the Company's Elmworth project. Please see "Use of Proceeds" in the Preliminary Prospectus for further details of the use of net proceeds from the Offering.
The Units and Flow-Through Shares will be offered for sale in British Columbia, Alberta, Saskatchewan, Manitoba and Ontario by way of a short form prospectus pursuant to National Instrument 44-101 - Short Form Prospectus Distributions and the Units may be sold in the United States and other jurisdictions pursuant to exemptions from registration requirements.
The completion of the Offering is subject to certain conditions, including the receipt of all necessary regulatory approvals, including the approval of the TSX Venture Exchange. Closing of the Offering is expected to occur on or about May 19, 2016.
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.
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 and the Closing Date. 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, 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.
Blackbird Energy Inc.
Chairman, CEO and President
Blackbird Energy Inc.
Chief Financial Officer
Blackbird Energy Inc.
Vice President, Business Development
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