September 2, 2009
September 2, 2009 -- Vancouver, British Columbia (TSX-V: BBI.P). Further to its previous announcements in regards to its proposed Qualifying Transaction, Blackbird Investments Inc. ("Blackbird" or the "Corporation"), a capital pool company, is pleased to announce that it has engaged Canaccord Capital Corporation (the "Agent"), to act as lead agent for the brokered portion of the concurrent financing (the "Offering").
As announced, Blackbird has entered into an agreement with Maxwell Exploration Inc. for the acquisition of a 75% interest in certain oil and gas leases located in Gray County, Texas (the "Acquisition"). The proposed Acquisition will be the Corporation's "Qualifying Transaction" as defined in the policies of the TSX Venture Exchange (the "Exchange").
The Offering will be for gross proceeds of up to $2,000,000, with an overallotment option for an additional $500,000. The Corporation has retained the ability to complete a non-brokered portion for an additional $500,000, on the same terms as the Offering. The terms of the Offering will be for units ("Units") at a price of $0.25 per Unit. Each Unit will consist of one common share and one-half of one transferrable share purchase warrant (a "Warrant"). Each whole Warrant shall entitle the holder to acquire one common share at a price of $0.40 for a period of 36 months from the closing. In the event that after four months and one day after the closing, the volume weighted average trading price of the Corporation's common shares on the Exchange, for a period of 20 consecutive trading days exceeds $1.00, the Corporation may, within five days after such an event, provide notice to the Warrant holders of early expiry and thereafter, the Warrants will expire on the date which is 30 days after the date of the notice to the Warrant holders.
Upon closing, from the brokered portion, the Corporation shall pay Canaccord 7% of the gross proceeds raised, payable in cash and agent's warrants equal to 7% of the securities sold under the Offering. The agent's warrants are exercisable at $0.25 for a period of 24 months from closing. In addition, the Corporation shall pay Canaccord a corporate finance fee on closing of the Offering. For the non-brokered portion of the Offering, the Corporation may pay finder's fees where appropriate.
The funds from the Offering will, with current cash on hand, satisfy the Acquisition purchase price, mandatory drillings costs, near term working capital requirements and provide funds for additional drilling.
On behalf of the board of
BLACKBIRD INVESTMENTS INC.
Per: "William Macdonald"
William L. Macdonald
President and Director
COMPLETION OF THE TRANSACTION IS SUBJECT TO A NUMBER OF CONDITIONS, INCLUDING BUT NOT LIMITED TO, EXCHANGE ACCEPTANCE AND IF APPLICABLE PURSUANT TO EXCHANGE REQUIREMENTS, MAJORITY OF THE MINORITY SHAREHOLDER APPROVAL. WHERE APPLICABLE, THE TRANSACTION CANNOT CLOSE UNTIL THE REQUIRED SHAREHOLDER APPROVAL IS OBTAINED. THERE CAN BE NO ASSURANCE THAT THE TRANSACTION WILL BE COMPLETED AS PROPOSED OR AT ALL.
INVESTORS ARE CAUTIONED THAT, EXCEPT AS DISCLOSED IN THE MANAGEMENT INFORMATION CIRCULAR OR FILING STATEMENT TO BE PREPARED IN CONNECTION WITH THE TRANSACTION, ANY INFORMATION RELEASED OR RECEIVED WITH RESPECT TO THE TRANSACTION MAY NOT BE ACCURATE OR COMPLETE AND SHOULD NOT BE RELIED UPON. TRADING IN THE SECURITIES OF A CAPITAL POOL COMPANY SHOULD BE CONSIDERED HIGHLY SPECULATIVE.
THE TSX VENTURE EXCHANGE INC. HAS IN NO WAY PASSED UPON THE MERITS OF THE PROPOSED TRANSACTION AND HAS NEITHER APPROVED NOR DISAPPROVED THE CONTENTS OF THIS PRESS RELEASE. NEITHER TSX VENTURE EXCHANGE NOR ITS REGULATION SERVICES PROVIDER (AS THAT TERM IS DEFINED IN THE POLICIES OF THE TSX VENTURE EXCHANGE) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.
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