VANCOUVER, BRITISH COLUMBIA--(Marketwire - Aug. 7, 2012) - Blackbird Energy Inc. ("Blackbird" or the "Company") (BBI.V) is pleased to announce that it has entered into a non binding Letter of Intent ("LOI") dated August 2, 2012 with Ruger Energy Inc. ("Ruger") for the acquisition of Ruger by Blackbird (the "Acquisition"). Ruger's assets consist of cash and oil and gas assets. The Acquisition will be subject to the approval of the TSX Venture Exchange (the "Exchange"). The Acquisition is an arm's length transaction.
Ruger is a junior oil and gas exploration and development company in Alberta.
The Ruger Oil and Gas Assets
Ruger has a 100% working interest in 680 acres in Alsask area located on the Alberta/Saskatchewan border. The property has 3 producing Mannville oil wells and 1 Glauconite water disposal well. Present production is 20 bopd. The oil is 15 degree API. The Glauconite disposal well takes water on vacuum at 150 bwpd.
This Mannville pool is an outlier to the large Conoco Marengo pool 6 miles east. Other outlying pools have been discovered in the area as well. These wells have produced in excess of 230,000 barrels of oil to date. Proved and probable producing remaining reserves are 29,000 bbls. PVBT10 is $1,010,000.
Terms of the Transaction
If the Acquisition is completed pursuant to the terms of the LOI, Blackbird will acquire Ruger by issuing common shares of its capital stock (the "Acquisition Shares") to Ruger at a deemed price per share of $0.12, based upon the net asset value of Ruger at closing. The net asset value of Ruger as determined at closing may not represent fair market value. The Acquisition is subject to a number of conditions precedent which include completion of due diligence reviews by the parties, successful negotiation of a definitive purchase agreement, and receipt of all required regulatory and Exchange approvals.
Directors and Insiders
As a result of the issuance of the Acquisition Shares, Ruger will become an insider of Blackbird.
It is expected that the board of directors and management of the Blackbird will have the following individuals added:
Murray Scalf - Director
Mr. Murray Scalf has over 25 years of experience in the oil and gas industry. Mr. Scalf is currently on the boards of Donnybrook Energy Inc. and Donnycreek Energy Inc. Most recently, Mr. Scalf was the President of Dorado Energy Inc., a private oil and gas exploration and production company acquired by Wildstream Exploration Inc. in January 2010. Mr. Scalf was formerly the President of Denim Exploration Corp., and prior thereto, President of Dorchester Energy Inc., both Calgary-based oil and gas companies which were ultimately acquired by senior Canadian producing oil and gas companies. Mr. Scalf is a member of the Canadian Association of Petroleum Landmen.
Darrell G. Denney - Director and Chief Operating Officer
Mr. Denney is a Registered Engineering Technologist with 30 years of diversified oil and gas industry experience including production, exploitation, drilling and completions. Recently, Mr. Denney has been providing engineering consulting services for Donnybrook Energy Inc. Prior to that he was Vice President of Operations at Dorado Energy Inc. Before Dorado, Mr. Denney worked with the same management team at Denim Exploration Corp. He was Vice President of Operations at Invasion Energy Inc. from 1999 -2001. From 1996 - 1998 Mr. Denney was Manager of Operations for Merit Energy Ltd. During the period 1990 - 1995 Mr. Denney held managerial and supervisory positions with Winfield Energy Ltd., Tarragon Oil and Gas Ltd. and Opinac Exploration Ltd. Mr. Denney began his career in the petroleum industry working for Dome Petroleum Ltd. 1981-1987 and Phillips Petroleum Resources Ltd. 1987 - 1990.
Garth Braun, CEO of Blackbird stated, "We are very pleased with the development of Blackbird and the addition of two very experienced operators to the team. We feel that adding this tremendous operational expertise will enhance shareholder value, as value achievement for our shareholders must be created both through the development of our existing project and also with the origination of new projects that are oil weighted. The business plan going forward will be to build on the strength of our Bigstone liquid rich deep basin gas play, and also focus on adding additional assets where Blackbird is the operator, which we are now in a position to capitalize on."
Blackbird's Bigstone Project is comprised of lands and licenses covering a total of 5,120 acres (net 1,120 acres), in Township 60, ranges 22 and 23W5 at Bigstone, Alberta. By completing the terms of a farm in agreement with Donnybrook Energy Inc, Blackbird earned 25 per cent of Donnybrook's interest in the Bigstone lands and in any future operations within an area of mutual interest.
On behalf of the board of BLACKBIRD ENERGY INC.
Garth Braun, Chief Executive Officer and Director
Disclaimer for Forward-Looking Information
Certain statements in this release are forward-looking statements, which reflect the expectations of management regarding the completion of definitive agreement for the Acquisition, the acquisition of Ruger and the valuation of the Ruger assets. Forward-looking statements consist of statements that are not purely historical, including any statements regarding beliefs, plans, expectations or intentions regarding the future. Such statements are subject to risks and uncertainties that may cause actual results, performance or developments to differ materially from those contained in the statements. No assurance can be given that any of the events anticipated by the forward-looking statements will occur or, if they do occur, what benefits the Company will obtain from them. These forward-looking statements reflect management's current views and are based on certain expectations, estimates and assumptions which may prove to be incorrect. A number of risks and uncertainties could cause our actual results to differ materially from those expressed or implied by the forward-looking statements, including: (1) a downturn in general economic conditions in North America and internationally, (2) the inherent uncertainties and speculative nature associated with oil and gas exploration and production, (3) a decreased demand for natural gas, (4) any number of events or causes which may delay or cease exploration and development of the Company's property interests, such as environmental liabilities, weather, mechanical failures, safety concerns and labour problems; (5) the risk that the Company does not execute its business plan, (6) inability to retain key employees, (7) inability to finance operations and growth, and (8) other factors beyond the Company's control. These forward-looking statements are made as of the date of this news release and, except as required by law, the Company assumes no obligation to update these forward-looking statements, or to update the reasons why actual results differed from those projected in the forward-looking statements.
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