CALGARY, ALBERTA–(Marketwired – Feb. 27, 2017) – Blackbird Energy Inc. (TSX VENTURE:BBI) (“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.